The Directors are pleased to present the Seventh Annual Report together with the Audited Accounts of the Company for the Financial Year ended March 31, 2024.

PERFORMANCE OF THE COMPANY

(In million)

RESULT OF OPERATIONS

During the year under review, the total revenues from operations (consolidated) increased to ' 48,715.41 million (previous year ' 33,650.38 million), a growth of over 44.8 % of the previous year. Earnings before interest, tax, depreciation and amortization was ' 9,913.27 million on consolidated basis with growth of over 56 % over previous year. Profit after tax (consolidated) increased by 54.71 % to ' 5,985.13 million (previous year ' 3,868.63 million).

In US Dollar terms, revenues from operations for the year on a consolidated basis was $ 587.31 million as against $ 418.28 million for the previous year, a growth of 40.4%. Average realization rate was ' 82.95 per US Dollar.

Standalone sales for the financial year 2023-24 grew by 32.98 % to reach ' 20,166.02 million (previous year ' 15,164.29 million). Net profit after tax increased by 16.66% to ' 3,268.28 million (previous year ? 2,801.61 million).

DIVIDEND

The Board of Directors of the Company declared Interim Dividend of ' 2.10/- per equity share of face value of ' 10/- each (at 21%). The Board of Directors is pleased to recommend a final dividend of ' 4.60/- per equity share of face value of ' 10/- each (at 46%) on the paid-up equity share capital of the Company for the year under review. The total payout will amount to ' 1,837 million including dividend distribution tax.

The Company do not propose to transfer any amount to general reserve on declaration of dividend to the shareholders.

The Dividend Distribution Policy is uploaded on the website of the Company (https://www.kpit.com/investors/policies-reports-filings/).

AWARDS, RECOGNITION AND PARTNERSHIPS

• KPIT won the ET Energy hydrogen leadership Award,

2023- a category that recognizes an organisation that

has demonstrated outstanding efforts in advancing the use of Hydrogen as a clean and sustainable source.

• KPIT was awarded Silver at the Digital Impact Awards for Best Use of Existing Social media Platforms (Small Budget).

• KPIT was adjudged as the winner of the Overall Electric Vehicle Technology of the Year award from AutoTech Breakthrough awards.

• KPIT won NASScom Spotlight Innovation Award for

Ideation to Engineering Leadership for Hydrogen Fuel Cell Technology.

• KPIT was recognized with the Mahatma Award for CSR Excellence 2023.

• Our Chairman, Mr. S. B. (Ravi) Pandit, received the prestigious Mahatma Award 2023 for lifetime Achievement.

quality, productivity and innovation

Delivering Zero Defect is one of our key strategies to achieve our Mission of becoming a leading software integration partner in mobility. To achieve this objective of ensuring zero defect delivery to our customers, we had designed a comprehensive quality framework covering key initiatives in the areas of People, Process and Technology with a focus on improving performance at Project/Program level, Practice level and Unit level. Like every year, we took up key initiatives for the current year from this framework, put a detailed plan for each, defined processes keeping sustenance and scalability in mind, improved it through pilots and then deployed across all projects through rigorous tracking. Initiatives that were deployed during the previous year were sustained through strong governance.

There is continuous focus on achieving First Time Right mindset, which in turn will result in improving Zero Defect Delivery to our Customers. We improved our measurement mechanism on ‘First Time Right’ and ‘Zero Defect Delivery’. We improved our Katapult framework that was deployed for

measuring quality of code and test. We improved coverage on this. This resulted in significant benefits to customer in terms of achieving product quality on a continuous basis. On project productivity, we defined size measures for major category of projects and brought in systems and measurement mechanism. We have put in individual productivity measurement in place on few projects as pilot and have a plan to scale it up.

We adopt continuous improvement as a strategy to achieve efficiency in our processes and to keep pace with new trends. These improvements come through learnings in the projects, feedback from customers and ideas from the employees. During the year, we started working on improving our capability on Agile. On this journey, we engaged a senior consultant from the industry, who is part of working group on Agile SPICE and an iNTACS certified principal assessor on SPICE and ASPICE. We enhanced our processes for Agile implementation and the next step is to deploy across projects. Some work is done on Cybersecurity and the next plan is to complete definition and deploy on applicable projects and go for certification.

A new system was developed for competency management by integrating different tools. During the year, all the projects migrated to this new system. This helps in getting a heatmap on skill gaps at project, practice and individual level, and plan improvement actions. We also defined a single number to measure competency at project level, which can be aggregated at practice, account and unit level and track improvement with a goal month on month. Overall, this system helps in tracking improvement in competency at individual level, project level and practice level, thereby resulting better quality output to our customers.

To sustain quality with our scalability, there is more dependence on our tools, and systems. In this direction, we took up many other automations during the year and the complete focus was on system driven approach. These automations combined with process locks in the system and visual dashboards, helped us in ensuring uniform implementation across projects, having better visibility on status, and driving the rigor on quality to achieve our goal of zero-defect delivery.

As a result of all these initiatives, we could achieve and exceed our goal on CSAT rating from customer with a consistent higher coverage in all quarters during the year. We could also achieve downward trend on high-risk projects. While we continue to sharpen our quality focus through internal initiatives, our commitment to quality is ratified by our consistent endeavour in certifying ourselves to the best standards in the industry. We are gearing ourselves to achieve certification on ISO21434 Cybersecurity in coming year. We continue to maintain our quality certifications on Automotive SPICE and ISO 9001.

SHARE CAPITAL

The issued, subscribed, and paid-up capital of the Company as on March 31, 2024, is ? 2,741.43 million consisting of 274,143,808 equity shares of ? 10/- each.

INSTITUTIONAL SHAREHOLDING

As on March 31, 2024, the total institutional shareholding in the Company is 37.98 % of the total share capital.

ICRA RATINGS

ICRA has assigned the (ICRA) A1 as short-term rating and (ICRA) AA with the “Stable” outlook as the Long-term rating.

INFORMATION ABOUT THE SUBSIDIARY & ASSOCIATE COMPANIES

As on March 31, 2024, the Company has 22 subsidiaries and 1 associate Company.

In accordance with Section 129(3) of the Companies Act, 2013, (hereinafter referred to as “the Act”) the Company has prepared consolidated financial statements of the Company and all its subsidiaries & associate company, which forms a part of the Annual Report. A statement containing salient features of the financial statements of the subsidiaries & associate company in Form AOC-1 is annexed to this Report as “Annexure 1”.

In accordance with Section 136(1) of the Act, the Annual Report of the Company, containing the standalone and the consolidated financial statements and all other documents required to be attached thereto have been placed on the website of the Company, www.kpit.com.

Ministry of Corporate Affairs (MCA), vide General Circular dated September 25, 2023 has allowed the companies to conduct Annual General Meeting (AGM) through VC / OAVM on or before September 30, 2024, without the physical presence of the Members at a common venue. Accordingly, the AGM of the Company is being held through VC/OAVM.

Further, MCA vide its General Circular dated September 25, 2023 & SEBI vide its circular dated October 07, 2023 read with its Master Circular dated July 11, 2023 has extended relaxations from dispatching physical copies of annual report to the shareholders, for the AGMs conducted till September 30, 2024. However, Companies are required to send hard copy of full annual reports to those shareholders who request for the same. The members interested in obtaining a soft copy of the audited annual accounts of the Company and its subsidiary companies may visit investor section on website of the Company www.kpit.com.

DIRECTORS

Pursuant to the provisions of Section 152 of the Companies Act 2013, Mr. S. B. (Ravi) Pandit and Mr. Sachin Tikekar retire by rotation at the ensuing AGM and, being eligible, offer themselves for reappointment.

According to the provisions of Regulation 17 (1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 [SEBI (LODR) Regulations, 2015], the Board at its meeting held on April 29, 2024, pursuant to the recommendation of Nomination and Remuneration (HR) Committee, continued the appointment of Mr. S. B. (Ravi) Pandit as Non-Executive Director, liable to retire by rotation on account of his attaining the age of 75 years (Date of Birth: March 29, 1950) subject to approval of the shareholders in the ensuing AGM.

Dr. Nickhil Jakatdar completed his term as an Independent Director of the Company w.e.f. January 15, 2024, end of business hours and consequently ceased to be a Director of the Company with effect from the end of business hours of said date.

During the year under review, the members of the Company had approved the following appointments at the AGM held on August 29, 2023.

Mr. Anant Talaulicar has been re-appointed as Independent Director for a second term of five years upto January 15, 2029. Prof. Alberto Luigi Sangiovanni Vincentelli has been re-appointed as Independent Director for a second term of three years upto January 15, 2027. Mr. B V R Subbu has been re-appointed as Independent Director for a second term of two years upto January 15, 2026. Mr. Srinath Batni has been appointed as Independent Director for a first term of five years upto July 24, 2028.

Mr. Kishor Patil has been re-appointed as Chief Executive Officer (CEO) and Managing Director of the Company for a further period of five years upto January 15, 2029. Mr. Sachin Tikekar has been re-appointed as Joint Managing Director (Whole-time) of the Company for a further period of five years upto January 15, 2029.

INDEPENDENCE OF THE BOARD

The Board of Directors of the Company comprises of an optimum number of Independent Directors. In the opinion of the Board, the independent directors possess integrity, expertise, and experience (including proficiency). Based on the confirmation/disclosures received from the Directors and on evaluation of the relationships disclosed, the following Non-Executive Directors are Independent in terms of Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015 and Section 149(6) of the Act:

1. Mr. Anant Talaulicar

2. Mr. B V R Subbu

3. Prof. Alberto Sangiovanni Vincentelli

4. Ms. Bhavna Doshi

5. Prof. Rajiv Lal

6. Mr. Srinath Batni

KEY MANAGERIAL PERSONNEL

The following persons have been designated as Key Managerial Personnel of the Company pursuant to Sections 2(51) and 203 of the Act, read with the Rules framed thereunder:

1. Mr. Kishor Patil - Chief Executive Officer (CEO) and Managing Director.

2. Ms. Priyamvada Hardikar - Chief Financial Officer.

3. Ms. Nida Deshpande - Company Secretary.

BOARD EVALUATION

As a part of the annual board evaluation, detailed questionnaires were circulated to all the Directors. On the basis of responses received on these questionnaires, the Chairman of the Board and the Chairman of the Nomination and Remuneration (HR) Committee evaluated the Board’s performance and that of its committees. The Board also conducted evaluation of independent directors which included performance of directors and fulfilment of criteria as specified in Regulation 17 (10) of SEBI (LODR) Regulations, 2015, and their independence from the management, where the independent directors did not participate. For more details, please refer the Report on Corporate Governance which forms a part of this Annual Report.

BOARD MEETINGS

Five meetings of the board of Directors were held during the year. More details about the meetings are available in the Report on Corporate Governance, which forms a part of this Annual Report.

committees of board

The details regarding the Committees of the Board of Directors of the Company are given in the report on Corporate Governance, which forms a part of this Annual Report.

company’s policy on directors’

APPOINTMENT AND cOMPENSATION

The Nomination and Remuneration Policy of the Company provides for the roles and responsibilities of the Nomination and Remuneration (HR) Committee and the criteria for evaluation of the Board and compensation of the Directors and senior management. Further, as per the policy, the said Committee shall identify potential candidates with integrity, possessing relevant skill set, expertise and experience for becoming members of the Board and determining the composition of the Board based on the need and requirements of the Company from time to time to bring out diversity in the Board and also identify persons to be recruited in the senior management of the Company and ensure the compensation packages and other human resource practices are effective in maintaining a competent workforce and make recommendations relating thereto.

Pursuant to the provisions of Section 134(3)(e) of the Act, the said policy of the Company on the appointment and compensation of Directors including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Section 178(3) of the Act is available on Company’s website at the link: https://www. kpit.com/investors/policies-reports-filings/

COMMITTEE RECOMMENDATIONS

During the year, all the recommendations of the Audit Committee, Nomination and Remuneration (HR) Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee and Enterprise Risk Management Committee were accepted by the Board. The composition of the Committees is as mentioned in the Report on Corporate Governance, which forms a part of this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

KPIT has always been a socially responsible organization while creating a significant impact through its focus areas of Education, Energy and Environment, driving them primarily through Employee Engagement at the core of all the focus areas.

Our commitment stays and is demonstrated across every region and every location where KPIT is present worldwide.

Our employees and their families continued their participation in various CSR activities to create and contribute towards a cleaner, smarter, and safer world.

The Company had constituted a Corporate Social Responsibility (CSR) Committee and has framed the Policy on Corporate Social Responsibility as per the provisions of section 135 of the Act and Companies (Corporate Social Responsibility Policy) Rules, 2014. The CSR Policy including annual action plan is available on Company’s website at the link: https://www.kpit.com/investors/ policies-reports-filings/ The Report on CSR activities of the Company for FY 2023-24 is annexed to this Report as “Annexure 5”.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has in place a vigil mechanism/whistle blower policy as per Regulation 22 of the SEBI (LODR) Regulations, 2015 to report the genuine concerns about the Company. The details of the same are explained in the Report on Corporate Governance. The Policy on Vigil Mechanism & whistle blower may be accessed on the Company’s website at the link: https://www.kpit.com/investors/policies-reports-filings/.

AUDITORS

M/s. BSR & Co. LLP, Chartered Accountants (ICAI Firm’s Registration No. 101248W/W-100022) (“BSR”) were re

appointed as the Statutory Auditors of the Company in the

AGM held on August 29, 2023, for a period of five years to hold office up to the conclusion of AGM to be held in the year 2028.

The Notes on financial statements referred to in the Auditors’ Report are self-explanatory and do not call for any further comments. The Auditor’s report does not contain any qualification, reservation, or adverse remark. The Statutory Auditor’s report for the year under review is annexed to the financial statements.

The Board of Directors of the Company appointed Dr. K. R. Chandratre, Practicing Company Secretary, as the Secretarial Auditor to conduct audit for the year under review. The Secretarial Auditor’s report for the year under review is annexed to this Report as “Annexure 6”. The Auditor’s report does not contain any qualification, reservation, or adverse remark.

internal control systems and adequacy OF internal financial CONTROLS

The internal control systems of the Company are adequate considering the nature of its business, size, and complexity. The Statutory Auditors of the Company have expressed their opinion on the adequacy of internal financial controls with reference to financial statements for the year under review and the operating effectiveness of such controls.

CORPORATE GOvERNANCE

A separate section on Corporate Governance forms a part of this Report. The Auditors’ Certificate in respect of compliance with the provisions regarding Corporate Governance, forms a part of this Annual Report, as required under the SEBI (LODR) Regulations, 2015.

management DISCUSSION AND ANALYSIS

A Management Discussion and Analysis Report giving detailed information on the operations, performance and outlook of the Company and its business forms a part of this Report.

PARTICULARS OF EMPLOYEES

A statement containing the names of every employee employed throughout the financial year and in receipt of remuneration not less than ? 1 crore 2 lakhs and other employees as required under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed to this Report as “Annexure 3 A”. Further the employees who were employed for a part of the financial year and received remuneration not less than ? 8.5 lakh per month under the said Rule forms part of this Report. However, pursuant to first proviso to Section 136(1) of the Act, this report is being sent to the Shareholders excluding the aforesaid information. The said information is available for inspection. Any shareholder interested in obtaining said information may write to the Company at grievances@kpit.com.

The ratio of the remuneration of each director to the median employee’s remuneration and other details prescribed in Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are annexed to this Report as “Annexure 3 B”.

EMPLOYEES STOCK OPTION SCHEMES

The Company has Employees Stock Option Plans which are in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (“SBEB Regulations”).

• KPIT Technologies Limited - Employee Stock Option Plan 2019A

• KPIT Technologies Limited - Restricted Stock Unit Plan 2022.

• KPIT Technologies Limited - Employee Stock Option Plan 2019

(During FY 2023-24, all the options under the said scheme are utilized. Accordingly, the scheme stands closed.)

In compliance with Regulation 14 of SBEB Regulations, the information relating to the said plans is annexed to this Report as “Annexure 4” and the same is available on Company’s website at the link: https://www.kpit.com/ investors/corporate-governance/

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTiON, PROHiBiTiON AND REDRESSAL) ACT, 2013

The Company has a policy on prevention of sexual harassment at workplace and has put in place a redressal mechanism for resolving complaints received with respect to sexual harassment and discriminatory employment practices for all genders. The Company has constituted Internal Complaints Committee which is responsible for redressal of complaints related to sexual harassment.

The Company takes various measures to create awareness amongst employees such as sending emails/ communications, conducting awareness sessions and deploying e-learning module etc. for prevention of sexual harassment of women at workplace.

During the year under review, Nil cases were reported with the POSH committee. There were no complaints pending as on March 31, 2024.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY And Bankruptcy cODE, 2016

The Company has not made any application under the Insolvency and Bankruptcy Code, 2016 during the financial year 2023-24.

DETAILS Of Difference BETwEEN Amount Of the valuation DONE AT The Time Of One-Time SETTLEMENT AND The vALUATION DONE wHILE Taking LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG wITH THE REASONS THEREOF

The provision regarding difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions is not applicable to the Company during the financial year 2023-24.

DEPOSITS

The Company has neither accepted any deposits from the public nor accepted any amounts which are deemed to be deposits within the meaning of sections 73 to 76 of the Companies Act, 2013 (as amended) and the rules made thereunder, to the extent applicable.

INFORMATION ON CONSERvATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN exchange EARNINGS AND OUTGO STIPULATED uNDER sEcTiON 134(3)(M) OF THE AcT, READ WITH RuLE 8 OF THE companies (Accounts) RuLEs, 2014

CONSERvATION OF ENERGY

Energy conservation has long been a core priority for KPIT. As part of our dedication to sustainability, we are pleased to announce that we have transitioned to sourcing 100% Green Electrical Energy for our offices in Bangalore and Munich, Germany. In addition to leveraging solar energy, we have also undertaken measures to incorporate green energy for the remaining energy consumption at our Pune office.

The HVAC and IT equipment collectively account for approximately 75% of energy consumption. Therefore, our focus has been on optimizing HVAC operations to enhance efficiency. The utilization of an efficient HVAC Variable Refrigerant Flow (VRF) system provides heightened efficiency and flexibility, allowing for precise control over smaller areas in accordance with operational needs. Various practices have been implemented, such as adjusting AC temperature settings, monitoring AC systems based on occupancy, seasonal adjustments to AC temperatures, and shutting down unused lights and equipment on respective floors, all of which are rigorously monitored and enforced. Also implementing regular checks to power down monitors and machinery during non-operational hours and weekends to reduce IT equipment power consumption.

The combined parking and rooftop solar infrastructure generate approximately 12.0 million units annually, equating

to 45% of our total energy consumption for Pune facility. This provision addresses approximately 80% of our daytime energy needs. The solar-powered parking facility serves the dual purpose of generating renewable energy and mitigating concerns associated with vehicle heating during summer months, while the rooftop installation diminishes heat transfer to upper floors. This significant investment in energy conservation by the company is anticipated to yield annual savings of approximately ? 70.0 million.

GREEN INITIATIVES

During the year under review, KPIT maintained its steadfast commitment to environmental sustainability by expanding greenery across approximately 1 acre of land. This initiative involved the plantation of 242 native trees, 7750 shrubs, and 6375 flowering plants, albeit resulting in increased freshwater demands. Additionally, we established a “Shet tale” (field pond) with a storage capacity of 1.50 lakh liters, intended for summer irrigation to sustain plant life.

Further the following initiatives were undertaken at the Company level to create awareness about importance of environmental protection and reducing pollution:

ENVIRONMENT MONTH AT KPIT

Since a decade, KPIT CSR remained committed to our promise of a cleaner world by observing the environment month every year in June. This year, the CSR team organized a range of initiatives to foster environmental sustainability and enhance awareness of environmental concerns among employees and their families. The response from participants was exceptionally positive, reflecting a collective commitment to environmental stewardship which helped in promoting eco-friendly behaviors.

TALK ON TOXIN-FREE LIFESTYLE

Shailaja Deshpande, the founder of Jeevitnadi-Living River Foundation, Pune-based NGO (Non-Government Organization), delivered an insightful talk on “Toxin free Lifestyle”. During her talk she shed light on the hazardous chemicals commonly used in our daily lives, their detrimental impact on our river ecosystems, and ultimately, our health.

She also provided valuable suggestions and solutions for adopting a toxin-free lifestyle.

talk on waste management

Dr. Sanjay K. Gupta’s “Waste Management” talk provided a crucial insight into tackling the global waste crisis. With expertise spanning over two decades, Dr. Gupta highlighted the importance of individual responsibility and collaborative efforts in waste management. Attendees benefited from a deeper understanding of waste management.

talk on individual carbon footprint calculator

We organized an Awareness Talk on “Individual Carbon Footprint Measurement” by Dr. Priyadarshini Karve to empower KPITians with knowledge and feasible actions to minimize their individual carbon footprint. Dr. Karve emphasized on Environmental issues & our preparedness for climate-ready lifestyle. She also introduced an individual Carbon footprint calculator during the session.

With the insights from this talk, we are encouraging all the new joiners to calculate their Individual Carbon Footprints during the onboarding process.

river cleaning activity, PUNE

KPITians from the Pune office participated in the on-going Mutha river cleaning activity at Aundh in association with our NGO partner, Jeevitnadi - Living River Foundation. It was an early morning activity with a lot of Challenging but satisfying work. Volunteers cleaned the riverbank, collected, and segregated garbage. Also, they indulged in bird watching and observed nature to the fullest.

awareness on impact of plastic usage,

BENGALURU

A team of KPITians dedicated their time to volunteer at Bannerghatta National Park, raising awareness about the harmful impact of plastic usage. This initiative was conducted in partnership with the local NGO, Saahas. The volunteers conducted environment related games/quiz to educate the park visitors on the consequences of plastic consumption. Additionally, they encouraged individuals to take a pledge to refrain from using plastic.

MANURING TREES, BENGALURU

KPIT CSR team engaged KPITians in manuring trees at Bannerghatta Forest in partnership with A Rocha India (Bengaluru based NGO).

Volunteers nurtured the soil for optimal growth of trees. This activity provided valuable insights and developed a deeper connection to nature, fostering a commitment to environmental conservation.

AFFoRESTATIoN: PLANTATioN AND NURTURING TREES

FOREST CONSERVATION AT KOYNA-CHANDOLI coRRIDoR, PUNE

In continuation of a decade long afforestation efforts at Koyna-Chandoli corridor we planted 2000 more trees

this year. It has brought the cumulative count to 52,900 trees across 252 acres, with an impressive survival rate of 80 percent. This project of afforestation is jointly conducted with the Wildlife Research & Conservation Society (WRCS).

Various project teams volunteered in the tree plantation and yearlong maintenance activities. This also fostered stronger bonding among team members and a deeper connection with nature.

TREE PLANTATiON AT THE 14 TREES FOUNDATiON VETALE VILLAGE, PUNE

Since 2019, with an ambitious goal of converting barren land into forests at 14TF Vetale site, Pune, cumulatively we have planted 1,964 saplings which includes 660 saplings from this year with an impressive survival rate of 99 percent.

KPIT has collaborated with 14 Trees Foundation (14TF), an NGO based in Pune for establishing sustainable ecosystem in villages nearby Narayangaon, Rajgurunagar with planting Native species such as mango, banyan, neem, jamun, and umber etc.

KPIT volunteers were engaged in Making Sapling Bags, Plantation, Watering the Plants, Labeling, Geo-Tagging etc. during their visits on the weekends.

This project also being instrumental in generating employment opportunities for residents.

e-waste awareness, collection &

MANAGEMENTWITH CUMMINS INDIA FOUNDATION, PUNE

To tackle the problem of E-waste management in Pune, this year KPIT has collaborated with Cummins India Foundation, Poornam Ecovision Foundation, and Janwani (Pune-based NGOs).

This project is aimed at collecting and processing 200 tons of e-waste from Pune City.

To achieve this goal, we have established the awareness & collection system in various residential societies, schools and other social organizations. (Eg. Permanent e waste collection Centers, Weekly Centers, Mini mega Drives)

Apart from this, we organized two Mega drives where 53 tons of e-waste was collected from 700 centers across Pune City.

This project has successfully collected & processed over 107.91 tons of e-waste through various methods.

KPIT employees have contributed to this project by donating their e-waste and volunteering at e-waste collection centers during Mega drives.

Out of the collected e-waste, our partner NGOs have refurbished over 23 laptops & computers and donated to the underprivileged schools/students.

The rest of the e-waste was handed over to authorized e-waste recyclers for scientific disposal.

Best Out of E-waste Competition (BOEC)

Under the E waste management project, we worked with 79 schools in Pune and created awareness on E-Waste and plastic waste through 4R (Reduce, Reuse, Recycle and Recover) approach of waste management.

To celebrate the ‘cleanliness week’ in Pune we organized a Best Out of E-waste Competition (BOEC) for students from the above-mentioned schools.

338 students from 53 schools participated in this competition and submitted 232 creative projects that were made of waste material. Based on creative ideas and usage of the waste material, 12 projects were awarded as the best projects.

A group of KPITians volunteered as a part of jury panel and evaluated the projects.

vanarai bandhara (bund) construction

The KPIT CSR team collaborated with Jnana Prabodhini (a Pune-based NGO) to address the water scarcity issues in rural areas of Pune by constructing Vanarai Bandhara, a type of bund designed for water storage.

KPIT employees volunteered with their time and efforts to construct two bunds in Nalwat village, Taluka velha. These structures have facilitated the storage of over four lakh liters of water, significantly contributing to the recharge of water sources in the village.

Additionally, these reservoirs act as important sources of water for livestock and domestic animals till monsoon arrives.

These activities witnessed the perfect spirit of teamwork for teams to come together and help change our rural villager’s life for the better. These activities also gave an opportunity to the volunteers to experience rural life.

inauguration of drinking water well at dhanagar vasti, malegaon, MULSHI PUNE

As part of KPIT’s water conservation efforts through mass volunteering, KPIT collaborated with the local community to build a new drinking water well in Dhangar Vasti, Malegaon, in Pune.

This initiative aims to address the shortage of drinking water during dry months when the nearby natural spring runs low.

This project involved a unique partnership between KPIT, Jnana Prabodhini (Pune based NGO) who provided valuable guidance and the villagers who contributed both financially & through manual labor.

The well was constructed on the land of a generous donor, Shri. Devidas Hanmagar, measuring 30 feet deep and 30 feet in diameter, with a water holding capacity of 9 lack liters.

The well was formally inaugurated and handed over to villagers by Mr. Pushpahas Joshi, Business Leader, KPIT. This is the Sixth well that KPIT has built successfully in last Six years.

This joint effort will reduce the dependency on external water in future for more than 500 villagers.

Eco-FRiENDLY GANEsHA MAKiNG Workshop

In the fourth year of this initiative, the KPIT CSR team organized yet another eco-friendly Ganesha making workshop, to cultivate the habit of celebrating festivals in a sustainable way.

This year’s workshop facilitated participants in crafting beautiful idols using entirely eco-friendly materials.

ECO-FRiENDLY Mela, puNE

In Pune, the KPIT CSR team empowers various NGOs by frequently organizing the stalls to showcase their products. This initiative not only supports the NGOs but also gives an opportunity to our employees to purchase and utilize ecofriendly and sustainable products.

occupational health and safety assessment sERiEs (OHSAS)

Ý Employee Well-being Focus:

• Proactive approach to health and life enrichment under OHSAS (Occupational Health and Safety Assessment Series) standards.

• Aimed at increasing awareness, promoting good health, reducing stress levels, and ensuring safe work environment.

Ý In-house Support Services:

• In-house doctors, counselors, and dieticians available to assist employees in leading healthy lives.

Ý celebratory Events:

• International Yoga Day celebrations on 21^st June featuring various sessions such as Yoga and meditation to relieve stress, Desk Yoga, Face Yoga, and encouragement for daily practice.

• Health Checkups, Virtual Wellness sessions, and engagement activities on Women’s Day.

Ý Family Engagement:

• Family overnight stays at KPIT’s Pune, Phase 3

Campus, known as “The Light Touch.”

• Inviting employees’ family and friends to Phase 3, Pune for recreational activities on Saturdays.

Ý Recreational Activities:

• Participation in various intercompany cricket tournaments.

• On-premise recreation facilities available for employees.

Ý wellness Programs:

• “The Healthy Lifestyle” program spanning three months aimed at building healthy habits.

• Season-specific Health Webinars such as “Beat the Heat” and “Monsoon-related health issues.”

• Webinars focusing on Mental & Emotional Health.

• Unique Musical Wellness sessions emphasizing the healing power of music.

• Health Carnival featuring various health-related activities.

Ý Educational webinars:

• Various wellness initiatives including webinars on “World Heart Day,” “Diet and Nutrition,” “Cervical Cancer,” and “Know your Bone Health.”

Ý Telemedicine Services:

• 24x7 Online doctor consultation services.

• Introduction of 24x7 Telemedicine for employee health needs.

Ý Fitness challenges:

• KPIT Stepathon Challenge encouraging physical activity and fitness.

Ý women’s Day Initiatives:

• Health Camp and special webinars organized for Women’s Day.

Ý community Engagement:

• Participation in the Pashan Lake Half Marathon.

technology absorption

During the year under review, multiple technological

improvement initiatives were rolled out. These initiatives

helped to improve the systems and applications performance

and reduction of cost.

IAAS cLoUD ADoPTioN FoR DR SETUP

To reduce further the dependency on the factors impacting critical applications uptime and sustainability, we are opting for Infrastructure as A Service (IAAS) cloud offering for critical corporate applications disaster recovery. Some of the key advantages of IAAS Cloud adoption are -

Ý Cost savings: Cloud adoption will help in optimizing costs by reducing the need for physical hardware and infrastructure. Instead of investing in servers and other hardware on-premises, KPIT can use cloud services on a pay-per-use basis. This means that we only pay for what we use, rather than investing in DR hardware upfront. Also we are in process of making infra deployment by doing automation so that instances can spin up during disaster recovery drills & actual disaster which will help us further to reduce the cost.

Ý Flexibility and scalability: Cloud adoption provides flexibility and scalability to expand or contract computing resources as needed. We can adjust the resources to meet changing demands of workload without having to invest in additional hardware immediately. Which is helping us to scale-up & scale-down resources automatically as per demand.

Ý Accessibility: Cloud adoption enables users to access data and applications from anywhere with an internet connection.

Ý High availability: Cloud providers offer high availability and reliability, with guaranteed uptime and multiple data centres across different geographic regions. This ensures that a business’s disaster recovery environment will be available and accessible round the clock in the event of a disaster.

ENHANCEMENTS TO BUSINESS CONTINUITY PLANNiNG (BCP) - ENABLiNG SECURED WFH

Given the continued operations in hybrid model, KPIT is vigilant and working towards anticipating and planning for various scenarios. The Business Continuity Planning team will keep track, assess incidents and work with client teams to build and execute specific plans.

objectives of BcP:

Ý Implementing a set of measures for avoiding possible failures.

Ý Prioritization of Key services and providing for alternate service delivery.

Ý Educating the users of their responsibility before, during and after business interruptions.

Ý Providing an orderly and efficient transition from normal to emergency condition and back to normal maintaining consistency in action.

Ý Readiness for hybrid working:

Ý Uniform security checks / controls / policies for employees working from home or office.

SOLUTiON: SECURE WORK FROM HOME (BCP)

enablement

KPIT continues to have hybrid mode of working from home and office, thereby providing flexible & continuity of business operations. Considering secure & successful working from home, IT solutions with highly trusted technologies, process & people framework is implemented. Remote working environment is further optimized by introducing multiple security tools and controls to safeguard against modern attack vectors.

ACCESS To KPIT NETwoRK ovER NExT generation firewall & vPN:

Ý Secure Access through multifactor authentication overactive directory credentials to ensure access by an authorized individual only.

Ý Zero Trust Private Access: ZPA is the world’s most deployed ZTNA platform, applying the principle of least privilege to give users secure, direct connectivity to private applications running on-premises or in the public cloud while eliminating unauthorized access and lateral movement

Ý Posture assessment before granting access.

Ý Advanced patch management solutions

Ý Virtual desktop infrastructure.

Ý Endpoint protection using multilayer endpoint protection to detect and prohibit suspicious or malicious activity.

Ý Endpoint ATP uses advance threat and anti-exploit protection.

Ý Endpoint Device Data Loss Prevention for threat monitoring, logging, and restriction on USB storage ports.

Ý Endpoint Device Data Loss Prevention

Ý Data exchange over end-to-end encryption with IPSEC tunnel from endpoint till secure gateway.

Ý SASE based Web-content filtering to protect against web malware.

Ý Collaboration using Microsoft Teams, Cisco WebEx.

Ý Round the clock monitoring of security events by dedicated team of experts.

remote working environment

ENHANCEMENTS

During the year under review, remote working environment was further strengthened with below points:

Ý MFA (Multi Factor Authentication) enabled for published applications.

Ý Deep packet inspection in effect for all the published applications.

Ý Enhanced web content filtering solution deployed to arrest new age threats.

Ý Remote security updates and patch management deployment further enhanced covering all corporate assets.

Ý Data Encryption enabled for all the critical end points.

Ý Capacity enhancements completed for additional virtual desktops for rapidly growing development and engineering teams.

PROCESS AND POLICY CONTROLS FOR BCP:

Ý Strict adherence to KPIT Information Security Policy.

Ý User acceptance of Work from Home undertaking.

Ý Re-iteration of individual roles and responsibilities by Delivery Management.

Ý Setting up of BCP Command centre.

OPEN-SOURCE PLATFORM ENHANCEMENTS

During the year under review, KPIT has further enhanced a state-of-the-art open-source platform to cater to all the CI/CD pipelines. It is based on leading containerisation workload management platform and it is architecturally highly available, auto scalable Open Source Platform for Digital Technologies. To cater to the need of data services, we deployed highly available database clusters of databases. With zero surprises, all the corporate applications and data are migrated from an Enterprise Platform to new Opensource Platform. This helped the organization to save considerable yearly subscription cost. Introducing monitoring & logging system for entire platform which will help us to take proactive actions along with performance monitoring & governance.

SOLUTION AND TECHNOLOGY DEPLOYED:

Considering expansion and future requirements we have opted Open-source VDI solutions which offers significant cost savings compared to proprietary alternatives without compromising features and security. By leveraging open-source software, we can avoid costly licensing fees and reduce overall infrastructure expenses for Test and Training requirements.

With open-source VDI, we can easily scale our virtual desktop infrastructure to accommodate changing business requirements. Scalability of open-source solutions ensures optimal resource utilization facilitating virtual desktops for a

large-scale training session or scale down resources during periods of low activity.

We have opted for Open-source software support, with this support, we can maintain greater control over security measures and ensure compliance with industry regulations and data protection standards.

Implementing open-source VDI is the ability to provision virtual desktops on-demand for testing and training purposes. Team members can quickly spin up virtual environments tailored to their specific needs, enabling efficient testing of software applications and seamless delivery of training programs.

• Virtual Platform for Vehicle simulation & Validation

One of the key challenges faced in ADAS and AD development is Verification and Validation. Given the safety- critical nature of ADAS/AD, it’s important to ensure high levels of accuracy for this. This is where Virtual Simulation for Validation comes into play.

Solution and Technology deployed:

Deployed highly resilient container platform along with distributed event streaming platform clusters with Kerberos. The solution has a built-in load balancer for optimum workload distribution. This platform contains Jenkins for CI/CD which allows continues delivery cycle.

• smart campus platform

KPIT has begun the Smart Campus initiative and rolled out various “Smart Applications” for Employees. These applications were aimed at changing the user experience while optimizing the energy consumption. KPIT has pursued this initiative further and taken it to the next level by deploying “Smart Campus” platform and has integrated fourteen different systems and sensor driven devices that come under the aegis of Building Management System (BMS). Traditionally all these BMS systems such as Access control, CCTv, Fire alarm system and air-conditioning systems operate within their own silos and use legacy (often proprietary) protocols. The siloed approach leads to an absence of ability to conduct common monitoring and controlling. - In the past year, we made significant strides in enhancing operational efficiency and user experience through the implementation of a state-of-the-art desk reservation system and a comprehensive visitor management system. These systems have not only streamlined the booking and utilization of workspace resources but also bolstered our campus security by providing a detailed, real-time overview of visitor movements.

Solution and Technology Deployed:

KPIT has brought in a higher level of automation in all these 14 systems by use of various control panels and adaptors and has got them integrated to our platform. This has enabled the Company to provide accurate instantaneous reporting data of all these systems along with control functionality in a single dashboard. We are getting more visibility on electrical consumption across floors buildings, with clarity on which system is consuming how much electricity, how it can be effectively optimized. Automation in various pumps and Fan system gives more operational efficiency for the operations team and reduction in human errors along with reduction in electrical usage. The operations team is now better equipped to see all the systems on a single dashboard. Because of instantaneous alerts mapped on various gateways (SMS/E-mail), they are now better equipped to manage various BMS systems effectively, this also helps them in taking care of employee safety at work.

• Hyper-Converged infrastructure

KPIT is an early adopter of Hyper-converged infrastructure and reaping its benefits since the last 4 years. In our pursuit of continual services optimization, the Company has adopted Hyperconverged Infrastructure from the leading OEMs.

Scaling out HCI cluster is helping us to suffice dynamic business requirements, quick customer on boarding & on the fly resource upgradation for deployed workloads. Inbuilt deduplication capabilities are helping us in effective storage management.

• Solution and Technology Deployed:

KPIT was looking for an agile solution which will help us in making operations simpler, could be commissioned much faster, could be scaled on demand and could be effectively managed by skilling existing human resources.

Hyper-converged infrastructure addressed these issues. HCI is a new and innovative approach to data center management. It combines storage, networking, and computing resources into a single, integrated platform, allowing for easier management and scalability. We could implement a hyper-converged solution within a few hours. This infrastructure is helping us by adding capacity on demand, without vendor lockdown. Even achieving disaster Recovery (dR) is much simpler and it supports multi-hypervisor environments. Besides easing datacenter migrations, Company do not have to make upfront investments now.

Over the period KPIT IT has expanded the use of Hyper-converged infrastructure (HCI) for running the critical workload. As businesses continue to generate and rely on more data than ever before, HCI is becoming an increasingly de facto standard for data center expansion.

One of the main benefits of HCI is its ability to scale quickly and easily. With traditional data center infrastructure, adding new servers, storage arrays, and network switches can be a time-consuming and expensive process. With HCI, however, adding additional resources is as simple as adding a new node to the existing cluster. This allows us to quickly and easily expand data center as the needs grow, without incurring significant additional costs. Another advantage of HCI is its simplified management interface. Instead of having to manage multiple systems for storage, networking, and computing, HCI provides a single interface for managing all resources. This not only makes it easier to manage the data center but also helps to reduce the risk of errors and misconfigurations that can lead to downtime and data loss. HCI has also helped to reduce data center footprint and power consumption. Because it integrates all resources into a single platform, there is less hardware to manage, which leads to significant cost savings on power and cooling. Currently, around 90% of the critical workload is running on the HCI infrastructure.

The following Environmental Returns are achieved: Hyperconverged Infrastructure has helped us in saving power, cooling, and space by an additional 30%. We could also optimize the asset ratio from 7 to 1 for the same computer capacity in the datacenter. We continued investing into this technology last year too and the organization is reaping its benefits.

improved hyper-converged iNFRAsTRucTuRE WITH DHCI

KPIT has introduced next generation Hyperconverged Infrastructure called dHCI. dHCI (disaggregated hyper-converged infrastructure) is a new and innovative approach to data center management. Unlike raditional HCI, dHCI allows to scale compute and storage resources independently. This improved flexibility ensures efficient resource allocation based on workload needs and KPIT is benefiting from mid of 2023.

Solution and Technology Deployed:

dHCI solutions provide a modern approach to infrastructure deployment and management, offering greater flexibility, efficiency, and performance optimization compared to traditional converged or hyper-converged infrastructure solutions. Here are some of the key benefits:

Flexibility and Scalability: dHCI allows for more granular scaling of compute and storage resources independently. This means we can scale infrastructure based on specific needs, without over-provisioning or under-utilizing resources. As demand grows, it’s easier to add compute or storage nodes as required, providing greater flexibility.

Resource Efficiency: With dHCI, resources are disaggregated, meaning that compute and storage can be optimized separately. This allows for better resource utilization and more efficient allocation of resources based on workload requirements.

Performance Optimization: By decoupling compute and storage, dHCI can optimize performance for specific workloads. For example, organizations can allocate more storage resources to data-heavy applications while providing sufficient compute power for processing-intensive tasks. This flexibility ensures that performance is optimized according to workload demands.

Simplified Management: dHCI solutions come with centralized management software providing a single interface for managing both compute and storage resources, dHCI can streamline operations and reduce the complexity of managing IT infrastructure.

Cost Savings: dHCI has lowered the 20% amount of space and energy that data centers need. It combines all resources into one platform, which reduces the hardware to manage, and saves a lot of money on power and cooling.

• Virtual Desktop Environment

The latest version & enhanced capacity has been brought to virtual desktop environment. Implementations to make processes more efficient, increased automation, security and deploy IT to make collaboration across geographies easier. The Company has deployed the most advanced technologies for its processes. These deployments are scalable and future ready to support changing work styles, information security criteria and the changing usage patterns of computing devices.

Solution: KPIT decided to shift from conventional desktop technology to Virtual Desktop Interface (VDI). The following operational aspects were considered while implementing the VDI solution: deliver on demand services for users Increase IT efficiency, simplify management, Ensure software compliance. Though KPIT was already evaluating a virtualization solution that was deployed in a limited environment, it had not explored the idea of transitioning the core ERP processes onto the virtualized environment but had transitioned only the less critical ones. Taking a step further toward optimizing energy requirement and consumption, KPIT decided to increase use of virtualization technology.

Solution and technology deployed:

HCI (Leading OEMs) & VDI (thin client) based infrastructure platforms.

Following Environmental Returns were achieved after deployment of VDI:

1. Energy savings: More than 60% reduction in energy consumption was achieved by moving to the private

cloud platform (including new technologies like hyper converged) with vdI as compared to using conventional computers. Cisco Unified Computing System, which is included as part of the private cloud platform, delivers high memory capacity to support a large number of virtual machines on each blade server, thus reducing the amount of physical equipment to be powered and cooled. The desktop computers that consume around 150 watts of electricity, were replaced with very small devices called thin clients that consume just 30 watts. This has resulted in energy savings of approximately 3,00,000 units per year amounting to 375 MT of Co2 emission.

2. Reduction in e-waste: Almost 90% reduction in e-waste generation was achieved due to the increased IT hardware refreshment cycle for desktops, laptops, and workstations. The lifespan of the above-mentioned hardware is about five years due to high resource requirement, capacity, and performance demand, and due to newer operating systems, application software and tools. Being a technology provider, it is extremely important for us to update our IT hardware platform and ready it for next generation development tools. The thin client on the other hand has more than eight years of lifespan. Till that time, it does not require upgrades or replacement as all the resources such as computing power, memory and disk space are accessed through VDI setup hosted in the datacentre. Under this infrastructure, we deployed 600 VDIs for the business users.

3. Reduced IT Asset Ratio from 1.20:1 to 1.10:1: VDI environment enables multiple users to access their accounts using a single machine without compromising on the security aspect. Before deploying the virtual desktop environment, the asset-to-employee ratio was 1.20:1. This meant that much of the IT infrastructure was underutilized and was consuming more natural resources. After the deployment of the Private Cloud platform with VDI, the asset ratio has reduced to 1.10:1 thereby reducing the computer hardware consumption by 10%.

4. Workplace utilization increased by 10%: The VDI helped in improving the utilization and flexibility of IT assets. Users can access their desktop, applications and data from any location, without compromising on the security of the system. In addition, employees can connect to corporate resources using any of the personal devices like iPads, Windows and Android based mobiles, thus enabling Consumerization of IT. This has led to workplace flexibility and optimal utilization of workspaces.

5. Reduction in travel across locations: KPIT has deployed the best of the solutions such as Cisco Telepresence

(Audio/Video conferencing) & Microsoft Teams across the offices and Cisco WebEx for better collaborations. With these solutions, our users can have conference meetings from anywhere and through any device. Even our business reviews, recruitment and customer meetings are conducted using these technologies. It has been observed that overall business travel across the globe has been reduced by 25%. As this is a unified collaboration platform, end user productivity is also substantially improved.

ONE KPIT EXPERIENCE FOR NEWLY ACQUIRED ENTITIES:

Upon acquiring the new entity, KPIT IT could leverage its experience and expertise to help integrate new entity into our operations smoothly. We provided guidance and support based on our years of experience in the industry, sharing best practices and lessons learned to ensure a successful transition. We also facilitated knowledge collaboration sessions, where our team members shared their knowledge and expertise with the newly acquired entity’s SME team, helping both teams to gain a deeper understanding of operations and processes. Through this collaborative approach, we were able to foster a culture of continuous learning and improvement, while also ensuring a seamless integration of the newly acquired entity into our organization. We continue sharing experience and supporting the success of the newly acquired entities, and we look forward to continued collaboration and growth in the future.

Key Objectives achieved -

One KPIT Experience, Improved collaboration, Effective project management, Enhanced security for acquired entities, Business continuity and disaster recovery, Creating a global technology talent pool.

RESEARCH AND DEVELOPMENT (R&D) AOTiViTY

During the year under review, the Company has incurred $ 13.53 million on R&D Expenditure. Further, the Company has not claimed any weighted deduction under section 35(2AB) of the Income Tax Act 1961 for in-house R&D expenditure, as the same is not available with effect from April 1, 2020.

FOREIGN EXCHANGE EARNINGS AND OUTGO

Total foreign exchange earnings during the year have been ? 19,067.48 million (previous year ? 13,789 million) and foreign exchange outgo (including imports) has been ? 466.68 million (previous year ? 290.51 million).

Particulars of loans, guarantees or Investments under Section 186 of the Act

Particulars of loans, guarantees or investments made during the year under review, pursuant to the provisions of Section 186 of the Act are as below:

referred to in Section 188(1) of the Act and prescribed in Form AOC-2 of Companies (Accounts) Rules, 2014, is annexed to this Report as “Annexure 2”.

UPDATE ON MERGER & ACQUISITION

During the year under review, the Company made significant strides in expanding its technological capabilities and market presence through strategic acquisitions.

FMS Future Mobility Solutions GmbH Acquisition Update:

KPIT acquired the remaining 75% stake in Future Mobility Solutions GmbH (FMS), effective April 1, 2023, making FMS a wholly-owned subsidiary.

Based in Frankfurt, FMS specializes in software and feature development for autonomous driving, ADAS (Advanced Driver Assistance Systems), vehicle safety, and integration & validation.

Investment in N-Dream AG:

KPIT strategically acquired a 13% shareholding in N-Dream AG, a Swiss-based company that operates a cloud-based game aggregation platform. N-Dream is an early mover in the in-car gaming space, offering a proven cloud-based game aggregation platform with comprehensive data solutions to automotive OEMs. KPIT has an option to further increase its shareholding in N-Dream.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY.

The World Economic Outlook (WEO) has forecasted a global growth in 2024 on account of:

0 Resilience in the United States, several large emerging market & developing economies.

0 Fiscal support in China.

0 Overall recovery from COVID pandemic.

However, other global crisis including continued Russo-Ukrainian War situation, conflict in Gaza strip, caused supply chain disruptions and rise in inflation which could lead to tight monetary conditions. Deepening property sector woes in China, a disruptive turn to tax hikes and spending cuts could also cause growth disappointments.

The idea of making sodium-ion batteries (SIBs) at scale is gaining traction in 2023 and in 2024. SIBs are currently evolving as a viable substitute for lithium-ion batteries because of the abundant availability and reasonable cost of sodium. KPIT is leveraging the situation for making electric mobility more affordable.

There have been no material changes and commitments affecting the financial position of the Company which

have occurred between the end of the financial year of the Company to which the financial statements relate and the date of this Report.

significant and material orders

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company’s operations in future.

ENTERPRISE RISK MANAGEMENT Policy

A policy to identify, assess, monitor and mitigate various risks to key business objectives of the Company is in place. A detailed information on Enterprise Risk Management is included in this Annual report.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, the auditors have not reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed in the Company by its officers or employees.

ANNUAL RETURN

The Annual Return of the Company for the financial year 2023-24 in Form MGT-7 has been uploaded on website of the Company i.e., www.kpit.com.

SECRETARIAL STANDARDS

The Company has adhered with all applicable secretarial standards issued by the Institute of Company Secretaries of India. For more details, please refer to the report on Corporate Governance which is a part of the Annual Report.

RESPONSIBILITY STATEMENT OF The BOARD OF DIRECTORS

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors state that:

i) in the preparation of the annual accounts for the year ended March 31, 2024, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

ii) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the Company as on March 31, 2024, and of the profit of the Company for the year ended March 31, 2024.

iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) the annual financial statements have been prepared on a going concern basis.

v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively and

vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

CEO & CFO CERTIFICATION

Certificate by Mr. Kishor Patil, CEO & Managing Director and Ms. Priyamvada Hardikar, Chief Financial Officer, pursuant to the provisions of regulation 17(8) of the SEBI (LODR) Regulations, 2015, for the year under review was placed before the Board of Directors of the Company at its meeting held on April 29, 2024.

A copy of such a certificate forms a part of the Report on Corporate Governance.

COST RECORDS

The Company is not required to maintain cost records under the provisions of Section 148(1) of the Companies Act, 2013.

DIRECTORS & OFFICERS INSURANCE POLICY

The Company has in place an insurance policy for its Directors & Officers with a quantum and coverage as approved by the Board.

ACKNOWLEDGMENTS

We take this opportunity to thank all the shareholders of the Company for their continued support.

We thank our customers, vendors, investors and bankers

for their continued support during the year. We place on record our appreciation of the contribution made by our employees at all levels. Our consistent growth was made possible by their hard work, solidarity, co-operation and support.

We further thank the governments of various countries where we have our operations. We also thank the Government of India, particularly the Ministry of Communication and Information Technology, the Ministry of Commerce, the Ministry of Finance, the Ministry of Corporate Affairs, the Customs and Excise Departments, the Income Tax Department, the Reserve Bank of India, the State Governments, the Software Development Centers (SDCs)/Special Economic Zones (SEZs) -Bengaluru, Pune and all other government agencies for their support and look forward for their continued support in future.

For and on behalf of the Board of Directors S. B. (Ravi) Pandit

Pune Chairman of the Board

April 29, 2024 DIN: 00075861