Thank you very much. Ladies and gentlemen, we will now begin with the question-and-answer session. We request everyone to remain connected while we bring the speaker shareholders online. Members may note that in order to avoid repetition, all questions will be answered after all the registered speaker members have spoken. The registered speake r shareholders are requested to accept the prompt on their screen to join as speaker and unmute your audio and video and proceed with your question. Our first speaker shareholder is Mr. Saravanan. Please accept the prompt on your screen to join as a paneli st and unmute your audio and video. Mr. Saravanan may I request you to unmute. Mr. Saravanan may I request you to unmute your audio and video. We move on to our next speaker shareholder. The next speaker sha reholder is Mr. Santosh Saraf. Sir, kindly accept the prompt on your screen and join as panelist.
MphasiS Limited analyst Q&A
Greetings of the day to the dignitaries present, respected members of the Board, officials and employees, I Santosh Kumar Saraf greet all of you and wish that you all are in good health. I am very happy and I greet all of you, including all the Directors and members of management. I also thank all the family members of the Directors and employees who work as their backbone. And because of them, our staffs work well. Mr. Brar Sir, I also greet you. After serving us a lot, I am hearing that it is time for us to bid farewell to you. You have served us a lot in your life. You worked for us in Ranbaxy where you had provided your services for 27 years. After that, you served in GVK Bioscience, you served in ACC, Maruti, EPM also and now you are serving in Aragen Life Science. Sir, your career was very good, sir. Only a few people will get such a chance, sir. You were honored by FABA, sir. I liked it very much. You have served our Company for a long time. You have been serving our Company since 2004-05. But I don't know what your reason is for not serving our Company going forward. You must have some compulsions. There are compulsions in the society. I welcome your decision in a positive way. I pray to God that after retirement, your life should be healthy and prosperous. You will have a good life with your family. You will be able to help the NGO. But there is no retirement life for servicing the NGOs. So, I request you to do something. And this is also a request. Please attend the video conference of AGM that happens every year. I will not ask more questions. Sir, you have told me a few things, I would like to ask you one or two things. Sir, this year the profit of our Company has decreased a bit. What is the reason for that, if you can tell me, sir? Sir, the new generation artificial intelligence has been introduced. How are we using this to make the Company more productive, to make more business and from the view point of cyber security, please tell me, sir? If there are any road map around the use of AI for the next 2-3 years in the Company, please tell me that as well . And sir, when it is listed in BSE and NSE , what is the meaning of the Company being listed in the Metropolitan Exchange? It has never worked, it has never done anything, so it is useless to be listed in this and pay your fees. I don't know when the Company will take steps to delist from this. Sir, what are you doing to increase the number of female empowerment? We are making a lot of progress in female empowerment. Our government also wants to increase female empowerment. Like in Navy, in the army, where the highest-ranking female is also being appointed. Budget is also presented by our Female Finance Minister. All are saying it is good for the industrial growth and Company. Sir, there is a shareholders dispute , please consider the new facility available to redress the dispute. I will request you that I have not seen the full balance sheet as there was no hard copy and because of my age I cannot use computer much. The DIN number is not mentioned in many places. And our Company secretary also has ACS numbers , which can be mentioned . I am saying this because there can be many people in India with the same name. So it is not identified. Like when I looked up in CS, there are 4 to 5 CS by the name of Manoj Agrawal. Sir, What arrangements have been made in our offices for the solar panels , please tell me? I thank once again all the management members. Please work in NGO. Society needs your service. I thank all the board members and management team. Sir, I feel very good when someone calls me from the Company. Finally, Davinder sir, I pray to God for you that your retirement life goes well, that you live a healthy life and that you live a long life. As UPI payment is a new norm, please continue the virtual meeting too. Due to this the spend will also be less and it will be convenient to attend for all from India. Also, please do remember us on Diwali. Jai Jawan. Namaskar.
Thank you for your very warm words.
Thank you. Our next speaker shareholder is Shyam Sundari. Please accept the prompt on your screen to join as panelist and unmute your audio and video and proceed with your question.
Am I audible sir?
Sir you are audible.
Sir, my name is Abhishek, shareholder of the Company. My DPI DIN 3***37. I am joint holder of the Company. So first of all, trust all is well with you and your family. In this challenging situation, our Company deserves much more respect than the current market , after completing more than a decade of successful operations, profitability, dividend history and becoming one of the strongest brands, in the respective segment. Sir, I would like to know as of date how many employees there are in the Company and what are the steps being taken by the management to reduce the other expenses, legal professional charges and the audit fee. Sir, then myself is running a legal firm in Chennai. So, I would request the management to kindly enroll the firm in the empanelment of the Company and we will be glad to extend our service s sir. Sir, the Company has a very good corporate governance practice, I do appreciate the management for having a very good corporate governance and the companies secretary coordinates very well in advance to make this general body meeting a grand success. So, I do appreciate the management efforts as such. There is a request from other minority shareholders to conduct hybrid AGMs in the years to come because most of the senior citizens are not able to join because of the digital challenges in the social platform that we can consider hybrid AGMs in the years to come more number of shareholders can join in the meeting and get a valuable concept and ideas that is helpful for the management to do a good job. So, kindly try to consider hybrid AGMs in the years to come sir. Then in the CDSL, NSDL portal where we exercise our voting and we can access annual general body meeting as well , t he Company is supposed to update the list of documents like the register of members, register of KMP, register of contracts. But it is not updated sir. If you can update very well the shareholders can inspect these documents online itself. They need not reach out to you at a later stage seeking for all these documents. So, kindly try to do the needful sir and kindly try to provide a job opportunity to the shareholders or the children who are eligible for the job and they match that criteria whenever the recommendation comes sir, there is nothing much to ask. I wish the Company and the board of directors a great success and prosperity in the coming futu re and thank you for giving the opportunity. Hope to see you at the physical AGM next year. Thank you very much sir.
Thank you very much. Our next speaker shareholder is Mr. Saravanan. Kindly accept the prompt on your screen and join as panelist and unmute your audio and video . Sir may I request you to unmute your audio and video . Yes sir go ahead. Sir can you unmute your audio please . Mr. Saravanan we cannot hear you. Can you unmute your audio? Mr. Saravanan if you can hear us, can I request you to unmute your audio? Sir we are unable to hear you. We can only see your video. Mr. Saravanan I have sent you a prompt to unmute your audio. M r. Saravanan we are unable to hear you. I will request you to re-join. Our next speaker shareholder is Aspi Bhesania. Kindly accept the prompt and join as panelist. Kindly unmute your audio and video and go ahead with your question please.
Hello, Can you hear me?
Yes sir we can hear you.
Sir, I am Aspi from Bombay. Thanks for giving me an opportunity to speak. Sir, please continue with the hybrid meetings as mentioned by my predecessor. Sir, when is the first quarter of our board meeting? I have not seen anywhere when is the first quarter board meeting, neither have I seen the results. Sir, then what is the reason for profit this year going down? Any specific reason because every year it used to go up only this is the first year when it's going down even the top line has gone down and sir constantly there is a rumor that the promoters time period is getting over- the PE funds time period is over, so they may sell off. So what is the real story? Because based on that rumor the share price goes up and then it comes down . So thank you very much and all the best for the future.
Thank you. We will try to take Saravanan sir once again. Kindly accept the prompt and join as a panelist. We have Saravanan sir connected on the audio. Sir, please go ahead. Saravanan sir? Saravanan sir? Due to no response we will move on to our next speaker shareholder. Next speaker shareholder is Mr. Jay Chan d. Kindly accept the prompt on your screen and join as panelist. Thank you. Sir requesting you to unmute your audio and video and proceed with your question please. Sir you are audible.
Good morning respected Chairman, Board of directors, Secretary and his team and my fellow shareholders. What are the management efforts to improve the Company image through investor regulation exercises like concall, quarterly presentation and meeting global investors? Please provide the details of the parties in other current and non-current liabilities and also let us know the details of the contingent liabilities. Sir, only grievance of shareholders is expecting better dividend and the appreciation of share price. I request the management to reduce the expenditure wherever possible. I request the management to consider the bonus shares to shareholders or rights issue. I request the management not to take away the maximum profits into reserves. The CSR activities are good. I request the management to kindly consider and include the med ical insurance of shareholders who are senior citizens. I wish for great success in coming future. Sir, I am proud shareholder of the Company. I thank the management for giving me the opportunity. Thank you very much sir.
Thank you. We will request Mr. Saravanan to once again proceed. Mr. Saravanan may I request you unmute your audio and video? Mr. Saravanan we can see you but we are not able to hear you. Kindly accept the prompt and unmute your audio. Sir we are still unable to hear you. Mr. Saravanan, sorry but we are still unable to hear you. Saravanan sir can I request to unmute? Sir kindly accept the prompt and unmute your audio. Sir we are unable to hear you. Saravanan sir once again may I request you to unmute your audio I have sent a prompt, kindly accept the prompt and unmute your audio. Sir, that was the last speaker shareholder. We can now proceed to address the speaker shareholders’ queries.
I believe all the registered shareholder speakers have raised the questions. Let me try and answer all the queries that have been raised. First of all, I would like to thank the shareholders, especially Mr. Saraf for their warm words of appreciation and the affectionate sen d-off they are giving to me after completing my tenure in the Company. It is Mr. Saraf asked why I have to leave the Company. I have served the Company for long, but currently the regulations do not allow an independent director to serve on the board of a Company which is public listed for more than two terms of five years. So this law came into force in 2014 and therefore in accordance any independent directors can at best serve two terms of five years and my term comes to an end. But I carry your warmth and your suggestion that I should make an appearance at the AGM. Now I will try and buy shares of the Company to be able to represent myself at the AGM, but also your suggestion that I should be associated with the NGO activities of the Company. Let's see what happens. But, Thank you once again for the wonderful send-off you have given me through your warm words and also to other shareholders it's very touching and I cherish it the way you have mentioned it at the AGM. Coming to your questions, one of the questions which is on the minds of the shareholders is regarding the decrease in profitability in the Financial Year ‘24, and what are the measures the Company is taking to improve it . The primary reason for profitability is due to the drop in revenues which dropped 3.7% year-on-year in FY24, and then on constant currency basis, this drop was 6.5%. And this is directly related to the sluggish macro environment, which I also mentioned in my speech, which the IT industry has been facing in general and the impact faced by all companies in IT and also by us on the reduced client IT spending and also the wait and watch kind of mindset that the clients have while they want to embrace new technologies and innovative programs like artificial intelligence led innovation , but they also are hesitant to go out and fully spend that and they are also trying to have short -term legacy applications which will give them the revenue spend to increase on IT. So I think this was one reason whi ch impacted the whole industry. The second was our acquisition costs. We acquired and I think one of the shareholders has also asked for the increase in professional and legal charges. Partly that's also the reason for the higher expenses on that side. And regarding profit improvement, there are several initiatives underway on cost optimization and also to mitigate the impact of revenue drop which we faced during the year. However, the Company is quite confident to maintain sustainable and steady margins while it will continues to invest in the growth for future and also in technology. While all this is true, the shareholders have asked for how AI is helping increase productivity, efficiency, and the operating leverage to the compan y. Through the Mphasis.AI business unit that we have created , this focuses on accelerating AI integration via strategic partnerships and innovations. The Company has a 3-pronged approach on how to bring AI into its operations and thereby improve its own efficiency and profitability, but also to help the clients move into AI - led technology innovations. One of them is Company's own initiatives, internal initiatives, where we have spent lot of money and we have evolved certain major tools and platforms, which I can elaborate, but I think that will take a lot of time at the AGM. But if anybody is interested, I think the number of tools that the Company has, and platforms evolved some of the patents that we have undertaken and are under filing and some are under approval. There is a lot of technology innovations that has been done internally. I think it's worthwhile to share this information. I'll ask the Company secretary, and/or the CEO to make it known more to the shareholders. The second way of growing through artificial intelligence is through partnerships. I mentioned some of them in my speech and there are other partnerships which were not mentioned. One of them, for example, which I did mention in my speech is a strategic partnership with Classic, a leading quantum software Company which accelerates the adoption of quantum solutions for enterprises. And there are more in the offering. And the third way of expanding through artificial intelligence to serve our customers through technology innovation is by acquiring relevant companies which have a niche in AI space and have either, you know, taken a specific niche and domain in which they excel. So rather than creating our own products or seeking partnerships, if there is a long-term benefit in such acquisitions, I think we have done one of them, and more will be studied by the Company in future years. So, another example I can give of AI technologies which have been developed internally. This is deep insights, Doc AI intelligent document processing solution that we have developed, which helps enterprise clients extract context specific information from the desired documents, regardless of the format or layout. And it integrates it with downstream IT systems to generate acceptable insights. So not only AI helps in this way, but it also helps in generating a lot of analytics which were hereto either not possible through the huge reams of dataset that it is able to analyze. So I can assure you that the Company is at the forefront of AI adoption and integration into its operations for better productivity and transformation of the technology landscape of our clients. And you will hear more of it through rewards and recognition that the Company is getting. But I think for the time being, I hope I have answered your question on the AI applicability. On another question Mr. Saraf raised , we are not listed on the Metropolitan Stock Exchange. And we will of course mention the ACS number of the Company secretary. It will be mentioned if it is statutorily required. DIN is required to be mentioned where the details of the directors are required. And this has been mentioned at relevant places. Kindly have a look at it again. Female diversity and empowerment, I think there are a lot of initiatives in the Company, like targeted recruitment, where focus initiati ves to attract female candidates through partnerships with women's networks, job fairs and universities, second career women programs which support women returning to the workforce with flexible arrangements. Mentorship programs, annual gender pay gap reviews we undertake. Currently in a total employee strength, somebody asked me about how many employees we have. It's around 33,000 and about 35% of these employees are women employees. This ratio remains unchang ed vis-à-vis last year. But there was a reduction in the overall strength between the two years also due to some of the initiatives of technology that I mentioned earlier. This ratio has not been allowed to fall. So I think these are some of the initiatives. We are cognizant of this issue, and we will continue to improve upon it, and 35% is not a small number. But as part of our inclusion agenda, we will have more and more female employees in coming years. Then there was a question on job opportunity to shareholders. I think that is a larger subject, but on merit -based selection in any Company, shareholders are welcome to participate in the Company's workforce if for the employees. But I think the Company secretary and the CEO will look into it if there is a specific issue in your mind Mr. Shyam. Then there was a question regarding certain documents. I just want to mention that all the documents required for inspection have been uploaded on the NSDL website under the tab ‘inspection documents.’ You can also reach the Company secretary if you like to inspect the documents over Microsoft Teams. He will help you get through this information that you want. I've already answered the matter regarding increase in legal and professional charges. The contingent liability question predominantly relates to tax and there are direct tax litigations, there are indirect tax litigations, there are no bank guarantees, there are certain tax demands raised by the authorities where we have confidence that the se demands are not relevant. But we are in touch, we are giving the required documentation to the authorities. And I think this will be settled in the Company's favor. And then there are other small litigations, the total amount has been provided in the report. But these are the details of the contingent liability that you asked. There was a question regarding the board meeting date not announced for quarter one FY25. I think this was announced on 21st June 2024. Kindly have a look at it. And the board meeting is actually today in the evening. But this had already been announced. Hybrid meetings are likely to continue should the companies wish to have a hybrid meeting, which means that physical presence as well as virtual, virtual like one of the shareholders mentioned , it's a very effective tool for many, many shareholders at dista nt locations to participate in the AGM process. It is working very well with the companies. It's convenient , you get the opportunity to speak, and you don't have to travel, and the Company also doesn't have to organize the meeting at one place. So hybrid, I don't know, but I think this will continue. Some of the companies are doing it also. There was a question that was raised on the shareholding disposal by the promoters. You see this is a question of selling and buying of shares, a matter which rests with the shareholders and in any case after the current sale which has reduced the promoter’s shareholding to 40.3 % or something. There is no sale likely to take place in the next 180 days or so. After that, depending upon whatever the promoter mindset says or feels, it's up to them. But this doesn't impact the Company, a properly governed Company, as I mentioned earlier also, there have been four promoter changes during my tenure in the Company and the Company has always grown from strength to strength. So don't worry too much about the rumors and what's going on in the market. Private equity players have their own agenda. They have t heir own way of adding value to the companies that they invest in. And they exit as per their own policy and strategy. But that should not affect the Company, I think in any way. There is another question by Mr. Jai Chand regarding management efforts on investor calls, global investor meets. See all the details of investor and analyst calls are available on the website under the investor section. We also intimate the same to the stock exchanges. So I think if you want to go through all the details at the number of calls that the management has done, this is all data that can be supplied to you, but also kindly look at the website and you will have all the information that you want. And there was a request which comes every year from the shareholders regarding bonus shares. And well, I think the board will have a look at it depending upon when a bonus shares make sense and you have registered your request and I'm sure the board will have a look at it in future. As of now, there is no immediate proposal to have bonus shares in the Company. You also mentioned don't take profits to reserve. I think Mphasis board works on a very well- defined policy of the profit after tax and the quantum that is shared or is given out to the shareholders. So you would have seen the Company has transferred some amounts to the reserve, but also this amount is required from time to time for acquisitions. As you have seen that last year also we made acquisitions and previously also we have made. So that is in line with our strategic objectives to acquire companies , as I mentioned in the space where we can't develop our own technology and also to spur growth in certain areas, we have to do acquisitions as all the IT companies are doing and have to maintain an up-to-speed charter of growth. So there will be amounts transferred to reserve to t ake care of that. We can borrow but that will hit on the interest cost. And so therefore I think there is a very good balance in our Company between what is the dividend declared and it has been increasing year on year. And also what is required to maintain a healthy cash balance in the Company, which is supervised and overseen by the Treasury Committee of the Company. And if required, the Treasury Committee does take into account whether to increase dividends or to keep more in reserves. I don't know if there is any other questions which is remaining, but if there is, pardon my ignorance, but I think I have taken care of most of the questions that have been raised. And if still there is some query in the minds of the shareholders, kindly refer it to Mr. Subramanian Narayan, the Company Secretary. Now I will hand over to Mr. Narayan for any additional details, having answered all the questions. Over to you, Subramanian. Subramanian Narayan: Thank you, sir. Firstly, Mr. Saravanan has sent me his note, which he has asked me to read it out at the AGM. So it is like, it is indeed my privilege and pleasure to talk on behalf of the shareholders of the Company, Mphasis. We welcome our Company's independent director, Mr. Davinder Singh Brar. Sir has been a D irector since 2005. And in the span of two decades, the Company has never seen any setbacks. Mr. Davinder Singh Brar, we appreciate and thank you for your guidance and supervision in the Company's affairs that have led the Company to raise significantly. We further wish the Company grows to greater heights, benefiting the shareholders by and large the entire society. Thank you all. Sir, shareholders are requesting you to share the email ID kindly provide us. We really miss you a lot. We also appreciate the support from our Company staff without them, we are nothing without them. This is the message that he wanted to convey to you, sir. So thank you.
Just thank Mr. Saravanan. If he's able to hear us, please thank him. Tell him that I also feel extremely satisfied and I cherish the journey at Mphasis. When I joined the Company, the market cap of the Company was ₹ 1,800 crores or something like that. Leaving it at ₹ 55,000 crores plus gives me great satisfaction of having served this board of this very, very wonderful Company. The affection that is being shown by the shareholders, I cherish it and I will continue to remain in touch. Please provide my email ID to them, whoever has asked so that they can continue to remain in touch. Thank you and over to you again. Subramanian Narayan: Thank you , sir. If there are any further queries, the shareholders may write to 33.agm@mphasis.com which will be responded to you by the management. I now hand over the proceedings to Mr. Nitin Rakesh – CEO and Managing Director. Over to you sir.
Thank you, Subbu. Good morning to all shareholders and thank you for joining us today. Dear Chairman, as your time on our board draws to a close, I want to express my sincere gratitude for your service, dedication, grace, and seriousness. We are most grateful for your active leadership even when decisions were difficult. Wisdom is knowing what to do next. Virtue is doing it. You are both wise and virtuous and I am grateful you shared these qualities with Mphasis over the past two decades. On behalf of the Company, I extend my deepest gratitude to you for being an integral part of our board since 2005 and for serving as our board chair from 2015 onwards. Your unwavering commitment and exceptional leadership were particularly evident during the challenging times and transition from one promoter to another. Your steadfast guidance played a crucial role in steering our organization through various market cycles, the pandemic, acquisitions, and ensuring that our promise to stay ahead continue despite it all. Thank you, sir, for your use of service, dedication, and the positive influence on Mphasis. I will personally certainly miss working with you as my chairman. Thank you, sir.
Thank you, Nitin. And as I said that you are very special to the Company yourself. In your stay with the Company, you have transformed the Company in a major way. So I also thank you for the kind of growth and development of the Company that has been undertaken under your leadership. And I wish you all the best. And I'm sure that under your leadership, the Mphasis will continue to grow by leaps and bounds in coming years. That concludes the business of the day. And I take this opportunity to thank all the shareholders present, for their kind cooperation, support, and valuable time today. The combined results of the votes cast through remote e-voting and e-voting during the AGM on all the resolutions would be uploaded on the Company's website and will be intimated to the stock exchanges as per the SEBI listing obligations and disclosure requirements regulations 2015 by tomorrow. I wish the shareholders all the very best and g ood health and now I declare this meeting as closed. Thank you. ***