Your Directors have pleasure in presenting the Integrated Annual Report along with the Audited Financial Statements of LTIMindtree Limited ('LTIMindtree' or 'the Company') for the year ended March 31, 2025 ('FY25')
FINANCIAL RESULTS
D
|
Standalone
|
Consolidated
|
|
2024-25
|
2023-24
|
2024-25
|
2023-24
|
Revenue from operations
|
^^^^366,825
|
342,534 ^
|
380,081
|
355,170
|
Other income
|
9,738
|
7,099
|
9,897
|
7,019
|
Total revenues
|
376,563
|
349,633
|
389,978
|
362,189
|
Employee benefit expense
|
225,961
|
210,490
|
246,226
|
227,323
|
Sub-contracting expenses
|
36,271
|
32,349
|
26,312
|
25,599
|
Finance costs
|
2,707
|
2,071
|
2,789
|
2,217
|
Depreciation and amortization expenses
|
9,043
|
7,604
|
9,915
|
8,189
|
Other expenses
|
42,894
|
38,325
|
42,594
|
38,374
|
Total expenses
|
316,876
|
290,839
|
327,836
|
301,702
|
Profit before tax
|
59,687
|
58,794
|
62,142
|
60,487
|
Tax expense
|
15,222
|
13,935
|
16,122
|
14,641
|
Profit for the year
|
44,465
|
44,859
|
46,020
|
45,846
|
PERFORMANCE OF THE COMPANY
On a consolidated basis, revenue for the year was INR 380,081 Million with an increase of 7.0% in rupee terms. The increase in revenue is attributable to growth across all verticals, predominantly Technology, Media & Communications; Manufacturing & Resources and Banking, Financial Services & Insurance. Profit after tax on a consolidated basis for the year was INR 46,020 Million, with an increase of 0.4%. For more details, refer to the 'Financial Performance' section in the Management Discussion and Analysis, which forms part of this Integrated Annual Report.
MARKETING
Over the past year, our marketing efforts have been pivotal in articulating a new AI-centric vision for LTIMindtree, while also solidifying our status as a global brand and strategic partner to our customers. We focused on showcasing how LTIMindtree is already solving today's complex challenges — while laying the foundations for tomorrow — through AI-driven transformation, as we remain committed to architecting a future of infinite possibilities.
Even as much of the world grappled with geopolitical uncertainty, businesses across India and the Asia Pacific experienced growth and optimism, especially with AI at the forefront. As we continue to build a future shaped by this generational shift in technology, we are proud to be listed among the World's Best Companies Asia Pacific by TIME Magazine. This recognition was based on revenue growth, employee satisfaction surveys, and rigorous environmental, social, and corporate governance (ESG) criteria.
LTIMindtree's ability to grow and thrive in this disruptive landscape is rooted in our strong focus on customer centricity, deep capabilities, and delivering elevated outcomes. A key highlight was our successful partnership with Scania to transform their battery assembly process, which helped us secure the prestigious ISG Paragon EMEA Transformation Case of the Year Award. This achievement was further reinforced by leadership and visionary placements in several key analyst reports, as well as notable partner awards, including:
• Google Partner of the Year for Industry Solution Services for Manufacturing
• IBM Partner Plus Award APAC Winner in the Digital Labor Category
• Snowflake Manufacturing and Industrial Data Cloud Services Partner of the Year
• SAP BTP COE Certification - Gold Tier
Our people and culture are the sources of unbounded energy that propel us forward, enabling us to embrace AI and redefine how we work, collaborate, and create value. We were recognized as a Great Place to Work™, among the Top 50 Best Companies for Women in India, and a Top 50 Company with Great Managers 2024™ — reflecting our commitment to empowering individuals and fostering an environment where innovation meets opportunity. As we strengthen our brand visibility in the coming year, our employees will continue to serve as passionate ambassadors of the organization's spirit and potential.
We also remain committed to leading as a responsible corporate citizen, helping build a more equitable future for all. This year, we were named among India's Top 50 Most Sustainable Companies by BW Businessworld, reaffirming our commitment to ensuring that technological advancement serves as a force for good.
As we look ahead with confidence, we are inspired by the challenges we solve for our customers. Every day, we help them reimagine their technology landscapes, build intelligent ecosystems, and navigate an ever-evolving digital world. With infinite possibilities on the horizon, we will continue to seize opportunities, capture imaginations, and showcase the very best of LTIMindtree.
HUMAN RESOURCE
• Engagement: LTIMindtree's 'Rhythm' framework is a holistic approach to enhance employee engagement and foster a positive work culture. Built on four key pillars: Connect, Collaborate, Learn, and Grow, our 'Rhythm' framework aims to create a supportive and engaging work environment by addressing different aspects of employee experience and fostering a sense of community within the organization. The initiative, based on the mantra 'Power of Possible,' includes various employee engagement activities such as 'Leader Connects', tech or functional conclaves like 'ignAIte' (AI Conclave), quarterly center-wise events, 'LTIM Symphony', Awards and Milestone Recognitions, Celebrations, Wellbeing Initiatives, and Family Day. By focusing on these areas, LTIMindtree aims to create a dynamic and inclusive work environment that not only supports employee growth and development but also strengthens the overall organizational culture.
• Employee Value Proposition: At LTIMindtree, we offer a comprehensive Employee Value Proposition (EVP) that caters to the diverse needs of our associates. Our EVP encompasses all focus areas, promoting consistent and compelling messaging and branding for us. LTIMindtree's EVP is structured around four key pillars - Talent-growth Opportunities, People-centric Culture, Rich Employee Experience, and Compelling Brand, that help us attract, retain, and engage top talent in the industry.
- Talent-growth Opportunities: With a global presence in 20 sectors, 100 technologies, and 40 nations, we provide our associates with ample opportunities for career growth and development. Our career framework 'My Career My Growth' ensures career progression and top talent development for all our associates.
- People-centric Culture: Our people-centric culture is driven by employee-friendly policies, differentiated connect programs, flexibility, and a performance-driven culture. We believe in empowering our associates to perform at their best and create a positive impact on society.
- Rich Employee Experience: We provide our associates with a rich and rewarding experience by offering recognition programs, leadership development programs, wellness-focused initiatives, diversity and inclusion practices, and digitized HR processes.
- Compelling Brand: LTIMindtree is the preferred technology and innovation partner for over 100 Fortune 500 companies. We are driven by an AI-first mindset and design and develop differentiated technology solutions that help our clients thrive, today and tomorrow. Our solutions cater to the greater good of society, making our brand compelling and inspiring for our associates.
By prioritizing these pillars, we aim to provide a holistic and fulfilling experience for our associates, resulting in a highly engaged and productive workforce that drives the growth and success of our organization.
• Career and Learning: At LTIMindtree, our commitment to fostering a learning culture is embedded in every aspect of our operations. Our plan extends to empowering leadership with 'EmpowHer' - a global, nomination-based leadership development program for the aspiring women leaders, along with promoting continuous talent development with 'Learn Grow Lead' and Manager Development initiatives and encouraging learning through the Shoshin School platform. The strategy also includes preparing a pipeline of future leaders with succession planning and building a future-ready workforce with our enhanced Talent Framework 3.0 that focuses on proactive reskilling, precision skill mapping, and demand-supply optimization.
Together, these initiatives help in strengthening competencies and skills, thus boosting career trajectories of our talents.
• Talent Acquisition: LTIMindtree's talent acquisition strategy aims to build a diverse and skilled workforce to drive growth and innovation. The hiring plan includes attracting freshers from campuses and exceptional talent in top growth areas like AI and Digital, Enterprise Apps etc. Upskilling our associates using the new Talent Transformation framework helps us to meet the growing demand for these skills. Our expansion into new geographies is a key strategy to attract and hire the right talent for our business.LTIMindtree's hiring strategy is data-driven and leverages AI to streamline recruitment processes and enhance employee experience. Collaboration between various departments ensures that the best talent is attracted and retained to support strategic goals. Additionally, early career hiring and leadership hiring strategies are emphasized to align with the company's ambitious vision.
• Diversity, Equity, and Inclusion (DEI): LTIMindtree is committed to fostering an inclusive environment and is embracing diversity to accelerate our journey towards a more equitable future. The gender ratio is Men: 69.58% | Women: 30.37% | Others:
0.05% (as per the updated DEI dashboard). The diversity metrics indicate 0.07% self-identified PWD, 0.25% self-identified LGBTQ , and 0.17% self-identified veterans (this data is voluntarily self-disclosed by associates and is used strictly for aggregate- level analysis. The team does not report actual headcounts). The DEI efforts are focused on five key areas: Ethnicity/Nationality, Disability Inclusion, Gender Equity, LGBTQ Inclusion, and Veterans Support. Some key initiatives include leader advocacy, building awareness and DEI engagements, new joiner assimilation, best-in-class policies and equitable benefits, inclusive facilities/ workplace, learning and sensitization initiatives, and robust systems and analytics. LTIMindtree has received several awards for its commitment to DEI, including recognition from Avtar & Seramount, India Workplace Equality Index (IWEI), UN Women India WEPs (Women's Empowerment Principles), Businessworld People HR Excellence Awards, and ASSOCHAM.
• Wellness: LTIMindtree's holistic wellness framework is very comprehensive - it covers emotional, physical, financial, and social aspects and ensures that employees have access to a wide range of resources and services. The 24/7 medical assistance and 'Employee Assistance Program' (EAP) are particularly valuable for immediate support, while webinars on mental well-being, health topics, financial planning, and elder care provide ongoing education and guidance. One of our signature programs, 'Transcend' has proved to be very effective for personal transformation as it offers a personalized approach to building sustainable healthy lifestyles.
• HR Digitization: Our HR Digitization focuses on leveraging AI technology to streamline and enhance human resources processes, overall employee experience, and boost HR agents' productivity. The team collaborates across departments, aligning HR goals with organizational objectives and ensuring a smooth transition into a tech-enabled HR ecosystem. Some key areas impacted by AI are Recruiting and Workforce Management (WFM), Employee Engagement, Learning and Development, Compliance, HR Shared Services, and Information and Analytics. The plan also includes further innovation with AI-powered tools for interviews, employee wellness, performance management, and mentorship.
• External Awards and Recognition: LTIMindtree has been recognized as a Great Place to Work™ in France for the second consecutive year, as a Top 50 Company with Great Managers™ as part of The Great Manager Awards by People Business, awarded Gold for Collaborative Learning and Silver for Talent Management Strategy at Brandon Hall Group™ HCM Excellence Awards 2024, Silver for Learning Data Analytics at ETHRWorld Future Skills Awards 2024, and Bronze for Excellence in Cultivating a Culture of Trust and High Performance at the Economic Times Human Capital Awards 2025. The organization has also been honoured with the Best Employee Engagement award at the Workplace for Winners (WoW) Conference 2025 by Team Jombay and recognized at the Bombay Chamber DEI Awards 2024 for winning in the Disability Confidence and Inclusion category.
INFRASTRUCTURE
We have transformed our buildings into green buildings to reduce environmental impact, enhance employee health, and promote biodiversity. Our eco-design approach includes using vernacular architectural elements, promoting occupant health with good indoor air quality and ergonomic furniture, maximizing space efficiency, and using sustainable, non-toxic, and locally sourced materials. We leverage passive interior architecture for natural ventilation and daylight and incorporate high water-efficient fixtures. Energy efficiency is achieved through VRV systems, reduced lighting power density, and energy-efficient appliances. For detailed information, please refer to the Environmental section in the Integrated Annual Report, Afc p.82, Section: Green Buildings.
QUALITY INITIATIVES
Quality Management at LTIMindtree aims to bring excellence through continuous refinement and improvements, guaranteeing superior product delivery.
LTIMindtree's Quality Management System (QMS) is a robust, client-centric framework emphasizing continual improvement. It integrates processes that meet all quality standards and invites suggestions for constant enhancement. The QMS portal serves as a centralized hub for standardization and best practices, covering diverse lifecycles, technologies, and services. Key features include advanced technologies, cognitive computing, AI, continuous testing, and hyper-automation, ensuring high-quality solutions.
The QMS supports solution delivery, transformation, operational excellence, and innovation, with processes designed by experts and aligned with industry standards. Client Centricity is the fundamental aspect of LTIMindtree's Quality Policy.
LTIMindtree strives to be the most client centric partner by delivering business-enabling solutions with high quality and meaningful experiences not only to its clients but also to its client's customers. It endeavours to continuously improve its services and solutions, with focus on agility and creativity by nurturing an environment that promotes learning and sustainable growth.
This year, we recorded a Healthy Response Rate of 60%. 1 in 4 Decision makers/Senior management levels reported familiarity with the LTIMindtree AI approach and 28% Clients say the conversations around AI/GenAI, with LTIMindtree teams are impressive
The Client Satisfaction rate improved to 5.98 in FY25 from a previous 5.85 in FY24, pointing to our sustained commitment to building long-term strong and strategic partnerships with our clients. Client Experience Index (EX) has improved further by 2-points placing LTIMindtree 5-points above the industry median. 70% of the respondents are extremely delighted with their experience.
Delivery Excellence Accelerators
Our delivery excellence accelerators are a suite of solutions designed to achieve desired outcomes at every stage of the project lifecycle. Examples include
i. AiSyhts: A Gen AI-based solution providing proactive risk management and recommendations, summarizing qualitative and quantitative data across various delivery execution parameters and client feedback. Benefits include automated analysis, early alerts, and expedited go-green plans.
ii. Client Feedback Analysis:
• Proactively identifies negative sentiment, client issues, and cross-selling opportunities, with correlation analysis between internal and external feedback.
• Smart automation for causal analysis reviews quality of causal analysis for low Client Satisfaction Index (CSI) or deviations in metrics submission. It allocates RAG based on causal quality and provides AI-generated corrective actions, reducing 7PD effort per month.
iii. Analytics on Risks:
• Smart Risk Assistant: A Gen AI tool offering corrective actions for risks based on organizational historical data and industry-recommended actions.
• Enterprise Risk Analysis: Highlights areas of the most occurring risks at the organizational level and formulates recommendations based on historical data.
iv. Analytics on Audits:
• Ticket Data Audit: Conducts automated ticket audits based on predefined rules.
• Correlation analysis between Progressive Work Product Audit (PWPA) findings, client feedback and organizational-level risks is conducted to obtain detailed insights.
• PDLC Defect Data Analysis: Identifies top contributing factors based on defect/audit data.
• Analysis of repeated findings is done using AI, which has helped to reduce effort by 2PD
v. The Digital Estimator standardizes and automates the entire estimation process from bid to project execution, reducing variance between Sales and Delivery team estimates, proactively identifying risks to aid in informed resource allocation decisions, enhancing cost management through controlled estimation deviation and effective change request (CR) management, and minimizing or eliminating client escalations.
vi. MAP automation in Compass covers the Agile, Maintenance, and Testing lifecycle, enabling direct planning of activities and work, facilitating performance tracking and metrics report generation with minimal manual intervention. It offers 50% monthly effort savings for Project Managers, automated generation and tracking of causals to closure within the system, and system- driven review and approval processes. Deployment includes approximately 250 Agile projects, 33 Testing projects, and 46 Maintenance projects.
Please refer to Data-and-Analytics-Brochure for accelerators, case studies, partner details. https://www.ltimindtree.com/wp-content/uploads/2024/10/Delivery-Excellence-Accelerators-Brochure.pdf
Escalation Risk Review (ERR)
• LTIMindtree has established a structured ERR framework to ensure timely attention at the right level and to ensure quick mitigation and corrective action. Critical & high risk rated projects are given immediate attention, ensuring initiative-taking intervention by senior management.
• This process operates at three levels:
- Organizational Level: Review is conducted on a fortnightly, led by the Chief Delivery Officer (CDO). Weekly status updates are sent to CDO, CGO (Chief Growth Officer) and Executive Committee members.
- Unit Level: Delivery Heads and Service Line Heads oversee weekly or fortnightly reviews to monitor and mitigate key risks.
- Account Level: Client Partners and Delivery Partners manage risk assessments, with review frequency determined based on specific project requirements.
• Additionally, a weekly review call, led by Delivery Excellence Head with DE Leadership, addresses critical high-risk matters. During CDO ERRs, Client Partner, and Delivery Partners present "Go Green" plans to mitigate risks and ensure effective resolution.
For aging projects, which have been in Org/CDO level ERR for more than 8 weeks, there is a separate cadence with CDO.
Compass 2.0
The Project Management Platform is migrated to a unified integrated solution (ServiceNow SPM/GRC) for improved user experience, enhanced productivity, better compliance, easy reporting and scalability. 85 existing limitations were resolved through this exercise.
Key features & benefits achieved:
• Simplified PMP with pre-populated master process & project specific processes (PM effort saving of 6 hrs per project ~ 9600 hrs of PM efforts for 1600 managed projects)
• Near live data availability for Senior Management Reviews (SMR) reducing the manual efforts from 8hrs to 1 hr for 2500 Project Managers
• Enhanced project structure to address Billing projects merger within and across contracts. Helps reducing manual efforts especially during mergers and new Org structure formations. Effort saving for PMs in re-creating projects and artifacts (15 mins per project for 1000 billing projects), during Reorgs & contract novation
• Detailed Task Planning for all Managed projects integrating with timesheet system (covering 1350 projects & 31K associates) - enables effective planning & automated metrics
• Introduced Program category to address governance across multiple practices - 50 live programs being managed
• Automated processes related to Audit plans - 350 audits conducted every month
• Automation of Metrics Action plan for all Lifecycles - 300 projects submitting metrics report every month
Obligation Management
At LTIMindtree, Obligation Management ensures 100% compliance with contractual obligations. We have defined organizational- level Standard Obligations, known as the Gold Copy, which are customized at the account level based on the client's MSA. Project Managers and Delivery Managers identify and track SOW obligations, while Delivery Partners and Functional Owners review and monitor MSA-level obligations.
Our obligation management tool, Insight360, helps upload and monitor MSA and SOW obligations for respective accounts and projects through periodic assessments. Each obligation is referenced to a specific page and section in the contract document. Compliance is measured using the Fidelity Index, which tracks the number of obligations met against the monitoring frequency at both the account and project levels.
• Contractual obligations managed: 25189 obligations across 1916 projects (354 unique obligations across 50 large programs)
Proactive Risk Management: Pre-Win
Pursuit Assurance processes have the objective to identify risks prior to win and enable a Zero-Surprise delivery execution with ensuring a seamless transition from Pursuit to Delivery. The pursuit assurance process identified a total of >1640 risks (including >454 risks on deals won), thereby significantly reducing downstream execution risks in FY25.
• Deal Risk Exposure (DRE) Review: Predominantly involves the solution risk review to identify any critical risks associated with the proposed solution thereby ensuring that the solution is viable and deliverable. The review considers 8 Dimensions and 43 focus areas. Higher the risk score, higher the risk exposure and accordingly RAG assigned and approvals sought prior to solution submission to client.
194 deals (40 large deals) underwent DRE process. 24 deals won in FY25 with >454 risks identified
• Contract Risk Exposure (CRE) Review: Conducted to assess the risks associated with the contracts being created. This review helps in identifying any potential issues that could arise from the contractual agreements and allows for necessary adjustments before submission. The review considers 6 Dimensions and 29 focus areas. Higher the risk score, higher the risk exposure and accordingly RAG assigned and approvals sought prior to Contract (SOW) submission to client or conducted post-win to baseline the contract (SOW) risks.
A total of 40 deals (5 large deals) underwent CRE process. 30 CRE reviews were conducted pre-submission while 10 CRE reviews were conducted post-facto
Risk Management: Post-Win
• Green Start Review (GSR) Review: The exit of Pursuit Assurance post win of deal is via the Green Start Review (GSR) process. A bootcamp to understand the solution & associated risks is conducted and handover done to the Project execution team. The review takes place considering 11 dimensions & 59 focus areas along with a list of expected deliverables from Pursuit team. Through this approach, based on the magnitude & impact of gaps & risks, the opportunity is flagged with a RAG status.
89 deals (6 large deals) underwent the GSR process
Post-win of deal, if GSR is RED or the scores of DRE or CRE are >= 2, then this project is flagged off to be part of Unit level ERR for focused weekly review & attention with leadership.
• Continuous Risk Management & Audits during project execution
• Transition Assurance:
Transition Assurance: Transition assurance activities are conducted for support deals that have a transition phase included to ensure a smooth transfer of knowledge, assets and associated elements prior to start of the steady state operations. This includes weekly reviews, and phase exits with Go/No-Go decisions taken.
39 projects (7 large programs) have undergone Transition Assurance significantly reducing surprises during Steady state/BAU operations
• Start Audits, Process Audits:
- 846 projects have undergone Start Audits covering 20304 controls (incl. 2 large programs)
- 2623 Project Process audits conducted covering 118035 controls (incl. 70 audits across 50 Large programs)
• Other assessments
- 12312 projects have undergone Progressive work product audit (PWPA) and/or Project Development Lifecycle checks (PDLC) covering >65660 controls
- 186 projects have undergone DelSec (Deliver Securely) assessments identifying 134 risks covering >9332 controls
- 3850 IT Service Management assessments have been performed across 92 projects thereby significantly improving the maturity of these projects.
CAST Implementation
LTIMindtree's CAST, a software intelligence platform has been successfully rolled out across 50 accounts, to improve the structural quality of their software systems. The platform has been used for faster application discovery, modernization, and migration to the cloud, as well as for architecture blueprint creation, accelerating transition and knowledge transfer, reducing technical debt, and monitoring application health indicators. Additionally, CAST has been used for software composition analysis, which identifies security vulnerabilities and license risks.
• CAST Imaging implementation across org -> Total active Accounts - 50, Applications - 892, FTEs - 2377
• CAST Highlight implementation across org -> Total Applications - 589
CAST - Value delivered:
• CAST assessment done for banking customer to modernize 3 applications within 4 months of timeline helping the team with 25% effort savings during development in using all tools including CAST Imaging.
• CAST Imaging played a key role in winning a new manufacturing client with a deal size of $6.4mn TCV for 3 years with possible extension to 5 years.
• CAST Imaging is showcased as a key tool to the new manufacturing client to use for discovery & modernization in a pre-proposal phase. The TCV for pre-proposal phase is $68k for 5 weeks.
Lean Implementation
LTIMindtree's Lean Center of Excellence (COE) is dedicated to fostering a culture of continuous improvement by promoting Lean principles and methodologies across the organization.
Some of the lean assessments:
1. Travel Management Client:
• 64% improvement in billing cycle by streamlining invoice creation, reducing turnaround and validation time, and eliminating unnecessary steps.
• 88% improvement in non-regression testing turnaround time, accelerating time-to-market and optimizing the testing process.
2. Retail Client: 25% capacity savings and 7% effort reduction by streamlining non-core tasks, enhancing efficiency and resource utilization.
3. Fulfillment Team: Identified bottlenecks and automation opportunities, leading to improved time-to-hire, enhanced candidate experience, reduced interview rejections, and standardized processes.
4. Shared Services Platform: 60% improvement in user onboarding cycle time by reducing approval steps and implementing automation.
AMS Centre of Excellence (AMS COE)
AMS Centre of Excellence is leveraging its frameworks to perform ITSM assessments, Delivery Model Assessment and has developed new framework DelSec -'Deliver Securely'.
AMS COE has conceptualized, developed and implemented DelSec framework in collaboration with internal teams to secure the IT estate of projects by strengthening control measures and proactively identifying risks across various domains. This initiative aims to enhance communication and awareness about potential vulnerabilities and threats, leading to better risk management. Salient features of the framework include (i) Proactive Risk Identification and Mitigation (ii) Comprehensive coverage including Access and password management; Network and platform security; Database management and Program Risks (iii)Workflow managed through Insight 360 tool. Outcome is to achieve increased client satisfaction and minimized downtime. 186 projects have undergone DelSec assessments with over 9332 controls validated and proactively identified 134 risks.
Delivery Model Assessment have been performed for 7 large programs and 72 Service Improvements implemented.
In IT Service Management overall, 3850 assessments have been performed by AMS CoE across 92 projects thereby improving practice maturity. Service Improvements achieved include ticket backlog reduction from 15% to 4%for an RCG client, 160 hours of manual effort savings in ticket audit and 40% reduction of incidents for clients in Manufacturing domain.
Knowledge Management (KM) COE at LTIMindtree, made significant strides in FY25:
• Knowledge Sharing Sessions had 281K participants (680% of FY24) and 514 sessions (540% of FY24), with Q4 having 1 Lakh participants with 218 sessions
• Knowledge Hub artefacts increased to 3.5K (50% of FY24) with 97K views & downloads. Knowledge Hub 2.0 is released and improved, with major features like 'KHub Copilot' agent along with Gen AI search, Knowledge Sharing Sessions workflow automation, KM benefits leader boards etc.
• FY25 KM Charter with KMM Level 3 (Knowledge Management Maturity model) implementation and Improved Kscore is successfully achieved. Kscore 100% compliance was achieved across all 56 groups, across all months.
• FY26 KM Charter is to become a Global Best KM organization at KMM Level 4, measured, tracked & achieved through the defined 4 Guardrails and 16 Parameters.
Spotlight on LTIMindtree Events:
• FY25 ignAIte Event: Delivery Excellence was awarded Best Enabling Unit, showcasing AI/GenAI solutions (SDA, Aisyhts) to over 400 LTIM associates.
• Patent Filing: BGenie patent filed; contender for Q3 FY25 Innovation Award.
• Delex Accelerators Brochure: Published on LTIM website for use in client presentations and QBRs.
• Delex AI Solutions: Hosted on Garuda microsite to demonstrate LTIM's AI capabilities.
• Knowledge Management Events, conducted Quarterly, featured themes like Best of FY24, Internal Accelerators and Gen AI. Our largest KM event was "Annual KM event" in Q4 FY25, covering all themes including external partner sessions, had nearly 60 sessions and 27K participants.
• World Quality Week 2024, hosted by Delivery Excellence in the month of November 2024, aimed to enhance QMS awareness and share best practices. Highlight of the event was a Quizathon, an engaging online quiz that saw enthusiastic participation from all business units and service lines, promoting learning and collaboration across the organization.
• Compass 2.0 and Gen AI implemented on Service Now platform won the "Global CIO - Project of the Year 2024" award under "Best Business Applications" category.
Certifications
At LTIMindtree, Delivery Excellence oversees internal and external audits, certifications, and assessments. In our ongoing commitment to excellence and continuous improvement, we have made significant strides in audits and certifications. These developments reinforce our dedication to maintaining the highest standards and position us as quality and risk management leaders. Launched a comprehensive Audit Certification Program with four levels i.e., L1 - Assessor, L2 - Domain Assessor, L3 - Lead Assessor, and L4 - Senior Assessor. Ten workshops have been conducted, resulting in 146 associates being trained as peer auditors. We strive to conform to international standards and are proud to be certified with ISO 9001, ISO 27001, ISO 27701, ISO 14001, ISO 45001, ISO 20000-1, ISO 22301, and ISO 31000 for all our corporate offices across the globe, including India, the UK, Europe, South Africa, Canada, and the USA. LTIMindtree achieved ISO 42001:2023 certification for Artificial Intelligence Management System (AIMS) in March 2025, making us amongst the first few IT companies to earn this prestigious recognition.
• LTIMindtree has been appraised on CMMI 2.0 DEV & SVC for Level 5.
• LTIMindtree is assessed for SOC 1 & SOC 2 at Enterprise Level (84 controls for SOC1 and 118 controls for SOC 2).
• LTIMindtree is assessed by TISAX, an industry-standard information security assessment (ISA) in the European automotive industry, to ensure information security and data protection controls.
• LTIMindtree is assessed for PCI-DSS compliance, which provides assurance on security controls for handling cardholder information.
• LTIMindtree undergoes Cyber Essential and Cyber Essential Plus assessments for its UK and Ireland operations. These certifications help LTIMindtree protect against common cyber threats and demonstrate the Company's commitment to cybersecurity.
DIVIDEND
A. Dividend - FY25
During FY25, your Company paid an interim dividend of H 20/- per equity share of face value of H 1/- each. Further, the Board of Directors has recommended a final dividend of H 45/- per equity share of face value of H 1/- each. Accordingly, the total dividend for FY25, including the recommended final dividend, if approved by the members at the ensuing 29th Annual General Meeting (AGM), would be H 65/- per equity share of face value of H 1/- each. The final dividend, if approved by the members, would be paid within 10 days of AGM to those members whose name appears in the Register of Members as on the Record Date.
The dividend payment is based on the parameters outlined in the Dividend Distribution Policy of the Company which is in accordance with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations'). The said Policy is hosted on the website of the Company https://www.ltimindtree.com/wp-content/ uploads/2017/05/Dividend-Distribution-Policy.pdf?pdf=download
B. Unclaimed Dividend
In accordance with the provisions of Section 125 of the Companies Act, 2013 ('the Act') read the with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ('IEPF Rules'), following dividends declared by the Company & erstwhile Mindtree Limited (Mindtree) and remaining unclaimed for seven years will be transferred to the Investor Education and Protection Fund (IEPF) during FY26:
Particulars
|
Date of declaration
|
Last date for claiming unpaid dividend
|
Declared by
|
III Interim Dividend FY 2017-18
|
18-April-2018
|
24-May-2025
|
Mindtree
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Final Dividend FY 2017-18
|
17-Jul-2018
|
22-Aug-2025
|
Mindtree
|
Final Dividend FY 2017-18
|
22-Aug-2018
|
25-Sep-2025
|
LTIMindtree
|
I Interim Dividend FY 2018-19
|
17-Oct-2018
|
22-Nov-2025
|
Mindtree
|
Interim Dividend FY 2018-19
|
24-Oct-2018
|
29-Nov-2025
|
LTIMindtree
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II Interim Dividend FY 2018-19
|
16-Jan-2019
|
21 Feb-2026
|
Mindtree
|
During the year under review, the Company transferred dividend of H 42,32,459.00/- which remained unclaimed for a period of seven consecutive years to IEPF in accordance with the provisions of the Act. Details of the unclaimed dividend are uploaded on the Company's website https://www.ltimindtree.com/investors/dividend/
Pursuant to the applicable provisions of the Act, read with the IEPF Rules, the Company has transferred 89,366 equity shares to IEPF out of which 462 shares have been retrieved till March 31, 2025. The shareholders may claim their respective shares transferred to IEPF by making an application as per the procedure outlined under Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016.
DETAILS OF UNCLAIMED SHARES
In terms of the requirements under Regulation 39 of the SEBI Listing Regulations, details of unclaimed shares held in demat accounts titled as 'Demat Suspense Account' and 'Escrow Demat Account' form part of Annexure A to this report.
CHANGES IN SHARE CAPITAL
During the year under review, 1,22,173 equity shares of face value of H 1/- of the Company were allotted to LTIMindtree Employee Welfare Trust under 'LTIMindtree Limited Employee Stock Option Plan 2021' and 'LTIMindtree Limited Employee Stock Option Scheme 2015'.
Accordingly, the paid-up equity share capital of the Company increased from H 296.16 Million as at March 31, 2024, to H 296.28 Million as at March 31, 2025.
CAPITAL EXPENDITURE
As on March 31, 2025, on consolidated basis, the gross fixed and intangible assets stood at INR 58,608 Million (previous year INR 54,783 Million), out of which assets amounting to INR 7,959 Million (previous year INR 11,791 Million) were added during the year. The net fixed and intangible assets stood at INR 20,768 Million (previous year INR 18,868 Million).
As on March 31, 2025, on standalone basis, the gross fixed and intangible assets stood at INR 49,428 Million (previous year INR 45,621 Million), out of which assets amounting to INR 7,616 Million (previous year INR 11,619 Million) were added during the year. The net fixed and intangible assets stood at INR 19,950 Million (previous year INR 17,711 Million).
LIQUIDITY
Your Company maintains sufficient cash to meet its operations and strategic objectives. On standalone basis, cash and investments (net of short-term borrowings) have increased from INR 93,441 Million as at March 31, 2024 to INR 103,308 Million as at March 31, 2025.
CREDIT RATING
Details of Credit rating received during the year form part of 'Annexure E - Corporate Governance Report', forming part of this Report.
Further, shares in the folios/demat accounts in which dividend(s) have remained unclaimed for seven consecutive years will also be transferred to IEPF.
Members are requested to claim dividend(s) which have remained unclaimed, by sending a request to the Company at e-mail ID investor@ltimindtree.com or to the Company's Registrar and Share Transfer Agent (RTA) at e-mail rnt.helpdesk@in.mpms.mufg.com or to their postal address C-101, 247 Park, L.B.S. Marg, Vikhroli West, Mumbai-400 083, Maharashtra, India.
DEPOSITS
The Company has not accepted any deposits from public and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the balance sheet.
SUBSIDIARY/ASSOCIATE/JOINT VENTURE COMPANIES
As on March 31, 2025, the Company had 19 subsidiaries as against 21 in the previous year.
Due to an internal reorganization exercise, following were the changes in subsidiaries during the year:
A. Amalgamation
Nielsen Partner Unternehmensberater GmbH, a step-down subsidiary of Company was merged with LTIMindtree GmbH, a direct subsidiary in Germany w.e.f. October 2, 2024.
B. Liquidation/Deregistration
Following subsidiaries were liquidated/deregistered during the year:
i. Nielsen & Partner Pty Ltd. (Australia) w.e.f. October 23, 2024
ii. Syncordis SARL (France) w.e.f. November 29, 2024
iii. LTIMindtree LLC (USA) w.e.f. January 21, 2025
During the year under review, Syncordis Limited (UK) was liquidated on April 1, 2025, while deregistration as per local laws is under process.
C. Incorporation
During the year under review, following subsidiaries were incorporated:
i. LTIMindtree Consulting Brazil Ltda. (Brazil) as 100% subsidiary of the Company w.e.f. September 26, 2024.
ii. LTIM Aramco Digital Solutions for Information Technology Company, a Joint Venture Company in the Kingdom of Saudi Arabia with 51% shareholding with the Company and 49% shareholding with Global Digital Integrated Solutions Company (Global Digital), a wholly-owned subsidiary of Saudi Arabian Oil Company (Saudi Aramco) w.e.f. November 22, 2024.
I n order to augment Company's efforts to position itself as a truly AI-first organization, encapsulated by the vision of "AI in Everything, Everything for AI, AI for Everyone" and in order to enhance its AI capabilities, LTIMindtree USA Inc., a wholly-owned subsidiary of LTIM has made a strategic investment in Voicing.AI, Inc., an autonomous operations solutions company in the USA. Voicing. AI's proprietary technology brings human-like voice capability across more than 20 languages with conversational, contextual, and emotional intelligence, in what is typically referred to as 'agentic AI'.
I n accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the subsidiary companies in Form AOC-1 are provided in Annexure B of this Integrated Annual Report. The statement provides details of performance and financial position of each of the subsidiary.
In line with the requirements of Regulation 16(1 )(c) of the SEBI Listing Regulations, the Company has a policy on identification of material subsidiaries, which is available on the Company's website, https://www.ltimindtree.com/wp-content/uploads/2018/11/ Material-Subsidiarv-Policv.pdf.
During the financial year and as on the date of this Report, there are no material subsidiaries of the Company and associate companies.
Pursuant to the requirements of Section 136 of the Act, the Standalone and Consolidated financial statements along with relevant documents and audited financial statements of the subsidiaries are hosted on the Company's website https://www. ltimindtree.com/investors/annual-reports/
PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR SECURITY PROVIDED
Details of investments made and/or loans or guarantees given and/or security provided, if any, are given in the notes to the Standalone and Consolidated financial statements which form part of the Integrated Annual Report.
RELATED PARTY TRANSACTIONS
During the year under review, all related party transactions were in the ordinary course of business and on arm's length terms. During FY25, on a quarterly basis, the Audit Committee has reviewed the related party transactions vis-a-vis the omnibus approval(s) accorded by it.
The Company had also obtained Members approval at its 28th AGM held on June 26, 2024 for entering into Material Related Party Transactions up to an amount of H 2000 Crore with Larsen & Toubro Limited (L&T), Holding Company, which is valid till the date of 29th AGM. Since the aggregate amount of contract(s)/transaction(s) to be entered into with L&T during FY26 may exceed H 1000 Crore, it is proposed to seek approval of Members up to an amount of H 1500 Crore and a proposal in this connection forms part of the Notice convening this AGM.
There was no material related party transaction, involving payment made to related party with respect to brand usage/royalty, requiring approval of the shareholders during FY25. Furthermore, there was no contract/arrangement with related parties referred to in sub- section (1) of Section 188 of the Act, which required Board's approval.
Related Party Transactions entered during FY25 were in compliance with the Act, SEBI Listing Regulations, details whereof are disclosed in the section 'Notes to the financial statements' forming an integral part of this Integrated Annual Report.
TRANSFER TO GENERAL RESERVES
During the year, the Company has not transferred any amount to General Reserves on declaration of dividend.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
Information as per Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 relating to conservation of energy, technology absorption, foreign exchange earnings and outgo is given in Annexure C to this Report.
RISK MANAGEMENT
The Company has formulated a risk management policy and put in place a mechanism to apprise the Board/Audit Committee on a quarterly basis, risk assessment, minimization procedures and governance at various levels to ensure that executive management controls risk by means of a properly designed framework. A detailed note is given in the Risk Management section forming part of the Integrated Annual Report.
CYBER SECURITY
At LTIMindtree, information security is of paramount importance. In the endeavor to maintain a robust cyber security posture, your Company has remained abreast of emerging cyber security events globally, so as to achieve higher compliance and continuity. State-of-the-art and Artificial Intelligence enabled cyber security solutions have been deployed to detect and prevent malicious attempts, and partnerships with leading cyber security providers are in place for adequate service and support. While employees functioned effectively as a remote and hybrid workforce, the Company continued to remain vigilant in the face of changing cyber security threats. Your Company continues to be certified against the Information Security Management System (ISMS) Standard ISO 27001:2013 and Privacy Information Management Systems (PIMS) Standard ISO27701. In addition, the Company has been attested in SSAE18 SOC1 and SOC2 by an independent audit firm.
CORPORATE SUSTAINABILITY
At LTIMindtree, sustainability is woven into DNA of the Company and ingrained in core values that guides decision-making, ethical governance standards, and actions.
LTIMindtree embeds Environmental, Social, and Governance (ESG) principles into every facet of operations and value chain to foster a sustainable and equitable future. ESG Vision is more than just a statement; it is driven with a deep commitment by interlacing meaningful practices and initiatives to make positive impact on the planet with environmental stewardship, nurture diversity, equity, and well-being of employees, promote social inclusivity with communities, and long-term value addition to external stakeholders. This creates a framework that not only supports present generations but also secures a sustainable future for those to come.
Through CSR initiatives, LTIMindtree weaves better future for marginalized communities by collaborating with local communities and NGOs in focal areas of Education, Empowerment, Environment, and Health, creating a ripple effect of positive changes. Partnering with NITI Aayog, LTIMindtree is implementing the Integrated Village Development Program (IVDP) in 16 aspirational blocks across India.
LTIMindtree strives to exceed regulatory requirements and financial objectives, continuously innovating to set new standards in sustainability performance and disclosures rooted in integrity, transparency, and compliance. Company's sustainability disclosures underscore dedication and alignment to global and national frameworks and standards such as Sustainable Development Goals (SDGs), United Nations Global Compact (UNGC) Principles, Global Reporting Initiative (GRI), Taskforce on Climate-related Financial Disclosures (TCFD), Taskforce on Nature-related Financial Disclosures (TNFD), National Guidelines on Responsible Business Conduct (NGRBC) etc.
LTIMindtree has made significant strides in multiple facets of corporate sustainability. Mature performance in the ESG arena has solidified its reputation, earning numerous accolades detailed in our sustainability reports available on our website.
(https://www.ltimindtree.com/social-responsibility/)
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The disclosures required to be given under Section 135 of the Act read with Rule 8(1) of the Companies (Corporate Social Responsibility Policy) Rules, 2014 are provided in the Annual Report on CSR Activities for FY25, forming part of the Report as Annexure D.
The CSR Policy and CSR Annual Action Plan for FY25 are available on the Company's website, www.ltimindtree.com/social- responsibility/
Chief Financial Officer has certified that the funds disbursed for CSR related activities have been utilized for the purpose and in the manner recommended by CSR Committee and approved by the Board of Directors for FY25.
DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)
Appointments
a) Mr. Vipul Chandra was appointed as Chief Financial Officer w.e.f. April 25, 2024.
b) Mr. S.N. Subrahmanyan was appointed as Non-Executive Chairman w.e.f. June 27, 2024.
c) Mr. Venugopal Lambu was appointed as CEO-Designate and Whole-time Director w.e.f. January 24, 2025.
Cessations
a) Mr. Vinit Teredesai resigned as Chief Financial Officer w.e.f. April 24, 2024.
b) Mr. A.M. Naik, Founder Chairman relinquished his office w.e.f. June 26, 2024.
c) Mr. Sudhir Chaturvedi resigned as President-Markets & Whole-time Director w.e.f. January 27, 2025.
The Board recognized the efforts put in and contributions made by Mr. Vinit Teredesai during his tenure as Chief Financial Officer.
The Board of Directors and the LTIMindtree family placed on record, a deep sense of appreciation for Mr. Naik's remarkable efforts in founding this Company and his unwavering dedication towards building this Information Technology giant within the L&T group and the outstanding leadership and contribution towards the growth and success of the Company.
The Board also placed on record its deep appreciation towards the significant contributions made by Mr. Sudhir Chaturvedi, during his stint as the President - Markets and Board member of Company. The Board also recognized the pivotal role that Mr. Chaturvedi played in driving success across Sales, Marketing, Alliances, and other key strategic functions.
Re-appointment of Directors
Mr. Nachiket Deshpande (DIN: 08385028) and Mr. S.N. Subrahmanyan (DIN: 02255382), Directors, retire by rotation, and being eligible, have offered themselves for re-appointment at the 29th AGM.
Notice convening the 29th AGM includes the above-mentioned proposal for re-appointments and the requisite disclosures under Section 102 of the Act, Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India.
CORPORATE GOVERNANCE REPORT
The Corporate Governance Report is annexed as Annexure E to this Report.
MEETINGS OF THE BOARD OF DIRECTORS
The Board of Directors met 7 (seven) times during the year under review. Details of these Board meetings are provided in the Corporate Governance Report which is Annexure E to this Report. The gap between two board meetings was within the time prescribed under the Act and SEBI Listing Regulations.
During FY25, Independent Directors held their separate meetings on April 16, 2024 and January 16, 2025, respectively, in accordance with the requirements of Schedule IV of the Act, Secretarial Standard-1 on Board Meetings issued by the Institute of Company Secretaries of India and the SEBI Listing Regulations.
BOARD COMMITTEES
In terms of the requirements of the SEBI Listing Regulations, the Board has constituted Audit Committee, Stakeholders' Relationship Committee, Nomination & Remuneration Committee, Corporate Social Responsibility Committee and Risk Management Committee. The Board has also constituted Strategic Investment Committee. Details of each of these committees outlining their composition, terms of reference and meetings held during FY25, are outlined in the Corporate Governance Report forming part of this Report as Annexure E.
During FY25, recommendations made by the Committees to the Board of Directors were accepted by the Board, after due deliberations.
COMPANY'S POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION
The Nomination and Remuneration Policy ('NRC Policy') is in place laying down the role of Nomination and Remuneration Committee (NRC), criteria of appointment, qualifications, term/tenure etc. of Executive Directors & Independent Directors, annual performance evaluation, remuneration of Executive Directors, Non-Executive/Independent Directors, Key Managerial Personnel & Senior Management, and criteria to determine qualifications, positive attributes & independence of Director.
The NRC policy is available on the Company's website at https://www.ltimindtree.com/wp-content/uploads/2019/05/LTI-Final NRC- Policy.pdf?pdf=download
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received declaration of independence from all the Independent Directors as stipulated under Section 149(7) of the Act and Regulation 25(8) of the SEBI Listing Regulations, confirming that they meet the criteria of independence, which has been duly assessed by the Board as part of their annual performance evaluation exercise. Further, in terms of Regulation 25(8) of the SEBI Listing Regulations, Independent Directors have also confirmed that they are not aware of any circumstances or situations, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.
The Independent Directors have confirmed that they have complied with the Code for Independent Directors prescribed in Schedule IV to the Act.
ANNUAL RETURN
The annual return for FY25 is available on the Company's website, https://www.ltimindtree.com/investors/annual-reports/
INTERNAL CONTROL SYSTEMS AND ADEQUACY OF INTERNAL FINANCIAL CONTROLS
Your Company has an Internal Control System in accordance with Section 134(5)(e) of the Act, commensurate with the size, scale and complexity of its operations. The Audit Committee comprising of professionally qualified Directors with majority being independent, interacts with the statutory auditor, internal auditors and the management in dealing with matters within its terms of reference.
The Company has a proper and adequate system of internal controls. These controls ensure transactions are authorized, recorded and reported correctly and assets are safeguarded and protected against loss from unauthorized use or disposition. In addition, there are operational controls and fraud risk controls, covering the entire spectrum of internal financial controls within the meaning of the Act. An extensive program of internal audits and management reviews supplement the process of internal financial control framework. Documented policies, guidelines and procedures are in place for effective management of internal financial controls.
The internal financial control framework design ensures that financial and other records are reliable for preparing financial and other statements. In addition, the Company has identified and documented the key risks and controls for each process that has a relationship to the financial operations and reporting. At regular intervals, internal teams test the identified key controls. The Internal auditors also perform an independent check of effectiveness of key controls in identified areas of internal financial control reporting. The Statutory Auditors' Report include a report on the internal financial controls over financial reporting.
In order to maintain objectivity and independence, Internal Auditor reports to the Chairperson of Audit Committee of the Board. The Audit Committee defines the scope and authority of the Internal Auditor. Internal Auditor monitors and evaluates the efficacy and adequacy of internal control systems in the Company, its compliance with the operating systems, accounting procedures and policies at all locations of the Company and its subsidiaries. Based on the report of Internal Auditor, process owners undertake corrective action in their respective areas and thereby strengthen the controls. Significant audit observations and necessary corrective actions are presented to the Audit Committee.
The Audit Committee and the Board are of the opinion that the Company has sound Internal Financial Control commensurate with the nature and size of its business operations and operating effectively, and no material weakness exists during FY25.
COMPLIANCE MONITORING SYSTEM
At LTIMindtree, regulatory compliance is an integral part of the way Company does business. Your Company has put in place a robust compliance management framework that outlines the Company's philosophy towards compliance culture, understanding of regulatory/compliance changes, coverage, approach, responsibilities, risk matrix and training and continuous monitoring of regulatory/compliance changes.
The Company believes that a good framework is essential to track statutory compliance for the successful conduct of business operations and high standards of corporate governance. The Company has further enhanced the mechanism to monitor compliances by setting up the Compliance Committee for governance and monitoring of the compliance obligations globally to review performance and remediation plans on an ongoing basis. The Global compliance update is presented to the Audit Committee on a quarterly basis.
Review of key compliances/regulations are covered as part of internal audit scope every year and Corporate Compliance Team also carries out compliance Tool audit and acts as second line of defense to strengthen regulatory Compliance risk Management. The Company maintains lists of applicable laws and compliance checklist(s) for regulations across multiple jurisdictions applicable to branches and subsidiaries, that are monitored and tracked through the in-house compliance tool. Training is provided to various stakeholders on the introduction of new provisions and amendment to existing provisions of the Regulations.
The Company engages external consultants to review and provide compliance checklist(s) for new locations and update the compliance checklist(s) for existing locations. In the compliance tool the compliance tasks are mapped to process owners who
submit the tasks with supporting evidence. Identified key stakeholders across functions ensure and confirm compliance with the provisions of all applicable laws.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Act, your Directors state that:
i. i n the preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure;
ii. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company and of the profit of the
Company for the year ended March 31, 2025;
iii. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with
the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;
iv. the Directors have prepared the annual accounts on a going concern basis;
v. the Directors have laid down an adequate system of internal financial controls to be followed by the Company and such internal
financial controls are adequate and operating effectively; and
vi. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
ANNUAL PERFORMANCE EVALUATION OF BOARD OF DIRECTORS
The annual evaluation of the performance of the Board for FY25 was carried out with the help of an external agency. Online
evaluation of the Board, Board Committees, Chairman and individual Directors was carried out through structured online
questionnaire. The evaluation also covered specific criteria and the grounds on which all Directors in their individual capacity were evaluated including fulfillment of the independence criteria for Independent Directors as laid in the Companies Act, 2013 and the SEBI Listing Regulations.
The evaluation of the performance of the Board, its Committees, Chairman & Directors and suggestion emanating out of the performance evaluation exercise were reviewed by the Independent Directors at their separate meeting held on April 17, 2025 and Nomination & Remuneration Committee & Board of Directors at their respective meetings held on April 23, 2025. The Board evaluation outcome showcasing the strengths of the Board and areas of improvement in the processes and related issues for enhancing Board effectiveness were discussed by the Nomination & Remuneration Committee and the Board. Overall, the Board expressed its satisfaction on the performance evaluation process as well as performance of all Directors, Committees and Board as a whole.
Individual members of the Board were also evaluated against the skills/expertise/competencies identified and approved by the Board of Directors as are required in the context of Company's business which, inter-alia, include competence/expertise in areas of:
• Strategy and Planning
• Governance, Risk Management and Compliance
• Finance, Accounts & Audit
• Global experience/international exposure
• Contributor and Collaborator
• Information Technology
• Client Engagement
• Stakeholders Engagement and Industry Advocacy.
The evaluation indicates that the Board of Directors has an optimal mix of skills/expertise to function effectively. The mapping of board skills/expertise vis-a-vis individual Directors is outlined in the Report on Corporate Governance Report which is attached as Annexure E to this Report.
DISCLOSURE OF REMUNERATION
The information under Section 197(12) of the Act and Rule 5(1) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, is provided in Annexure F to this Report.
Details of employees' remuneration under Rule 5(2) & 5(3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 is provided in Annexure G to this Report. In terms of the second proviso to Section 136(1) of the Act and the rules made thereunder, the Board's Report is being sent to the members without the aforesaid Annexure. Members who are interested in obtaining copy of the same may send an e-mail at investor@ltimindtree.com.
COMPLIANCE WITH SECRETARIAL STANDARDS
Your Directors state that the Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2).
PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
Your Company is committed to creating a safe and healthy work environment, where every employee is treated with respect and can work without fear of discrimination, prejudice, gender bias or any form of harassment at the workplace. The Company has in place a Prevention of Sexual Harassment (POSH) Policy which meets the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. In addition, the POSH Policy is gender neutral. The POSH Policy is available on the Company's website under Corporate Governance section and also on Company's intranet Portal for employees- ULTIMA. The essence of the policy is communicated to all employees at regular intervals through assimilation and awareness programs. The Company has set up Internal Committee (IC), both at the corporate office and at every location where it operates in India. The constitution of the IC at each location is in accordance with the POSH Act and includes a senior woman employee as Presiding Officer and at least one external member.
Following are some of the initiatives in place to train the employees, extended support staff and the Internal Committees (IC) on POSH:
1. Each employee is required to undergo a mandatory e-learning module on 'Prevention of Sexual Harassment at Workplace'.
2. Training is also extended to extended support staff covering housekeeping, security and cab drivers in their regional language.
3. IC Members are imparted relevant training by an external agency during quarterly meetings of the IC.
4. Quarterly awareness mailers are sent across to all employees capturing every essence of the POSH Policy.
5. All employees globally are encouraged to raise a complaint in case of sexual harassment by either writing to the POSH ID - posh@ltimindtree.com or registering on POSH tool on the Company's intranet portal - Ultima.
6. Penal consequences of sexual harassment and constitution of the IC are displayed on the notice boards at all LTIMindtree offices.
Particulars
|
Number of complaints
|
Number of complaints pending at the beginning of FY25
|
2
|
Number of complaints filed during FY25
|
8
|
Number of complaints disposed of during FY25
|
9
|
Number of complaints pending as at end of FY25 1
|
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT ('BRSR')
Pursuant to Regulation 34 of the SEBI Listing Regulations, 'Business Responsibility and Sustainability Report' along with Report on Reasonable Assurance of BRSR Core attributes and Limited Assurance of non-core Indicators forms part of this Integrated Annual Report. The report outlines the initiatives taken by the Company from the Environmental, Social. and Governance (ESG) perspective.
INTEGRATED REPORTING
In the endeavor to enhance the quality of disclosures, an Integrated Report ('IR') encompassing financial and non-financial information forms part of the Integrated Annual Report.
LTIMindtree was one of the early adopters of IR in the IT industry. Our IR is set out in accordance with the integrated reporting framework outlined by International Integrated Reporting Council and SEBI's circular on Integrated Reporting. Our IR has integrated thinking embedded in our strategic framework and our integrated business model defines our ability to create long-term value (outputs and outcomes) out of the capitals available to us (input) with value-accretive activities operating under the strong-governance framework. Our IR aids all the key stakeholders to get a holistic and long-term view of the Company's strategic focus areas, future outlook and value creation which revolves around the six capitals - Financial, Manufactured, Intellectual, Human, Social & Relationship and Natural.
EMPLOYEE STOCK OPTION SCHEMES
During the year, your Company had 'LTIMindtree Employee Stock Option Scheme 2015' and 'LTIMindtree Employees Stock Option Plan 2021' (collectively 'ESOP Schemes') which were administered through LTIMindtree Employee Welfare Trust.
The ESOP Schemes are in compliance with the Act and SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and the disclosures relating to the ESOP Schemes as required under the abovementioned SEBI Regulations are available on the Company's website, https://www.ltimindtree.com/investors/annual-reports/
The certificate of Secretarial Auditor confirming compliance of the ESOP Schemes with the Act and abovementioned SEBI Regulations is given in Annexure H to this Report.
CEO & CFO CERTIFICATE
In accordance with the provisions of Regulation 17(8) of the SEBI Listing Regulations, certificate of Chief Executive Officer & Managing Director and Chief Financial Officer in relation to the Financial Statements for the year ended March 31, 2025, is given in Annexure - 1 to the Corporate Governance Report.
WHISTLEBLOWER MECHANISM
Details of the Whistle Blower Mechanism forms part of 'Annexure E - Corporate Governance Report', forming part of this Report.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS
During the year under review, there were no significant and material orders passed by regulators, courts or tribunals impacting the going concern status and the Company's operations in future.
CONSOLIDATED FINANCIAL STATEMENTS
The consolidated financial statements pursuant to Section 129(3) of the Act prepared in accordance with the Accounting Standards prescribed by the ICAI, forms part of this Integrated Annual Report.
AUDITORS
A. STATUTORY AUDITOR
M/s. Deloitte Haskins & Sells Chartered Accountants LLP [ICAI Registration No. 117364W/W100739] were appointed as Statutory Auditor of the Company by the members at their 26th AGM, for a period of 5 years from conclusion of the 26th AGM till conclusion of the 31st AGM.
The reports issued by the Statutory Auditor on the standalone and consolidated financial statements of the Company for the year ended March 31, 2025 do not contain any qualification, observation or comment or remark(s) which have an adverse effect on the functioning of the Company and therefore, do not call for any comments from Directors. Further, the Statutory Auditor has not reported any fraud as specified under Section 143(12) of the Act.
B. SECRETARIAL AUDITOR
The Secretarial Audit Report issued by M/s. Alwyn Jay & Co., Practising Company Secretaries for FY25 is annexed as Annexure I to this Report. The Secretarial Auditor's Report to the Members does not contain any qualification or reservation which has any material adverse effect on the functioning of the Company.
Further, pursuant to the provisions of Regulation 24A & other applicable provisions of the SEBI Listing Regulations read with Section 204 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee and the Board of Directors at their respective meetings held on April 23, 2025 have approved & recommended for approval of Members, appointment of M/s Alwyn Jay & Co, Practising Company Secretaries (Firm Registration Number P2010MH021500) as Secretarial Auditor for a term of upto 5(Five) consecutive years, to hold office from April 1, 2025 upto March 31, 2030.
A detailed proposal for appointment of Secretarial auditor forms part of the Notice convening this AGM.
COST RECORDS AND AUDIT
Maintenance of cost records and requirement of cost audit as prescribed under Section 148 of the Act are not applicable to the business activities carried out by the Company.
OTHER DISCLOSURES
I. Remuneration received by Whole-time Director from subsidiary company: During the year under review, no Whole-time Director received remuneration from any of the subsidiary(ies) of the Company.
II. During the year, no corporate insolvency resolution process was initiated under the Insolvency and Bankruptcy Code, 2016, either by or against the Company, before NCLT or other court(s).
AWARDS & RECOGNITIONS
LTIMindtree has been honored with the prestigious Golden Peacock Award for Excellence in Corporate Governance - 2024. This recognition is a testament to the principles, values, ethos upheld by our Company as part of L&T group. This award is not just a recognition of our endeavours but also a motivation for us to continuously strive for excellence in corporate governance in all areas of operation. We are committed to maintain and enhance our governance practices to meet the evolving needs of our stakeholders and the regulatory environment.
The award was received by Mr. Vipul Chandra, CFO, at the Golden Peacock Awards Presentation Ceremony held on November 13, 2024, in London.
Technology/Business awards:
1. Wins 2024 Google Partner of the Year for Industry Solution Services for Manufacturing
2. Named APAC Geography Winner of IBM Partner Plus Award in the Digital Labor Category
3. Named Snowflake Manufacturing and Industrial Data Cloud Services Partner of the Year 2024
4. Wins 2024 Pega Partner Industry Excellence Award for Healthcare and Life Sciences
5. Recognized as Finalist for Microsoft Community Response Partner of the Year Award, 2024
6. Awarded Silver for Learning Data Analytics at ETHRWorld Future Skills Awards 2024
7. Achieved Fourth Consecutive Reaccreditation as Azure Expert Managed Services Provider
8. Recognized Among India's Top 50 Most Sustainable Companies by BW Businessworld
9. Scania and LTIMindtree Win ISG Paragon EMEA Transformation Case of the Year Award
10. Recognized as a Microsoft Security Excellence Awards Finalist for Diversity in Security
11. Becomes Workato Gold Partner, Accelerating AI-Powered Automation
12. LTIMindtree awarded SAP BTP COE Certification - GOLD Tier!
Top Analyst Recognitions:
1. LTIMindtree Positioned as a 'Visionary' in 2024 Gartner® Magic Quadrant™ for Cloud ERP Services.
2. LTIMindtree Positioned as a 'Visionary' in 2024 Gartner® Magic Quadrant™ for Public Cloud IT Transformation Services.
3. LTIMindtree recognized as a "Contender" in Forrester: 'The Continuous Automation and Testing Services Wave, Q2 2024
4. LTIMindtree recognized as a Notable Provider in Forrester: 'The Modern Application Development Services Wave, Q1 2025
5. LTIMindtree recognized as a Notable Provider in Forrester: 'The Automation Fabric Services Wave, Q4 2024
6. LTIMindtree recognized as a Notable Provider in Forrester: 'The Application Modernization and Multicloud Managed Services
Wave, Q1 2025
7. LTIMindtree Recognized as a 'Major Contender' in Everest Group: 'Artificial Intelligence and Generative AI Services PEAK Matrix® Assessment 2024'.
8. LTIMindtree recognized as a 'Leader' in Everest Group: Capital Markets IT Services PEAK Matrix Assessment 2024
9. LTIMindtree recognized as a 'Leader' and Star performer in Everest Group: Duck Creek Services PEAK Matrix Assessment 2024.
HR Awards:
1. LTIMindtree recognized among India's Top 50 Sustainable Companies 2024 by BW Businessworld
2. LTIMindtree recognized as one of the Top 50 Best Companies for Women in India and one of the Top 20 Best IT Companies for Women in India by the 2024 Avtar & Seramount Best Companies for Women in India (BCWI)
3. LTIMindtree recognized as a Silver Employer for our commitment to equality and inclusion for the LGBTQ community by the India Workplace Equality Index (IWEI) at the India Workplace Equity Index Awards in November 2024
4. LTIMindtree has been awarded Gold for Collaborative Learning and Silver for Talent Management Strategy at Brandon Hall Group™ HCM Excellence Awards 2024
5. LTIMindtree has been awarded Silver for Learning Data Analytics at ETHRWorld Future Skills Awards 2024
6. LTIMindtree secured Gold in the Excellence in Diversity and Inclusion category at the Businessworld People HR Excellence Awards 2024
7. LTIMindtree recognized at the Bombay Chamber DEI Awards 2024, winning in the Disability Confidence and Inclusion category
8. LTIMindtree recognized as a Great Place to Work™ in France for the Second Consecutive Year
9. LTIMindtree recognized as a Top 50 Company with Great Managers 2024™ as part of The Great Manager Awards by People Business
10. LTIMindtree recognized as the second runner-up at the prestigious 2024 UN Women India WEPs (Women's Empowerment Principles) Awards
11. LTIMindtree has been awarded Silver for Excellence in Business Continuity Planning and Management & Bronze for Excellence in Cultivating a Culture of Trust and High Peformance at the Economic Times Human Capital Awards 2025
12. LTIMindtree honored with Best Employee Engagement award at the Workplace for Winners (WoW) Conference 2025 by Team Jombay
ESG Accolades ~ FY 2024-25
1. BW IMSC: Attained rank 13 across sectors & rank 5 in IT & Communications sector in Businessworld 'India's Most Sustainability Companies' Top 50 listing for 2024
2. Climate Leaders Asia-Pacific 2024: Ranked in The Financial Times' "Climate Leaders Asia-Pacific for third year in a row for best performance in 'Reduction of GHG emissions intensity over 2017-2022 relative to revenue' and transparency in sustainability disclosures
3. UNGCC Participant: LTIMindtree has continued its signatory status attaining Business Participant certificate for FY 2024-25
4. Zero Waste to Landfill: Awarded the prestigious Zero Waste to Landfill certification for our two Mumbai offices in Powai and Mahape.
5. FTSE Russell: Achieved higher ESG scores than sub-sector/sector/country averages
6. Achilles ESG Assessment: LTIMindtree is placed in the Top 10% of 50,000 assessed companies in Achilles' networks with overall ESG score of 84 out of 100 under top grade "Excellent" (Achilles average score stands at 56)
7. ESG Transparency Award: Sustainability Report FY 2023-24 has been awarded by EUPD Research Sustainable Management GmbH, their ESG Transparency award. Achieved "Excellence Class" with overall score of 87% and "Leading Status" as one of the pioneers to recognize strategic importance of transparent sustainability reporting and successfully putting into practice.
8. CDP Climate Change 2024: Attained global leadership league in CDP Climate Change 2024 for 5th year in a row.
9. LACP Vision Awards 2024 for Sustainability Report FY2023-24
i. Worldwide Best In-House Report Technical Achievement Award: We achieved an outstanding score of 99 out of
100, demonstrating the exceptional quality and technical excellence of our report
ii. Worldwide Top 100 Winners: We secured a remarkable fourth position in the Worldwide Top 100 Winners list, competing against all sectors and reporting categories. This highlights our report's broad appeal and impact.
iii. Platinum Award Winner in Technology: I.T. Services: We proudly stand as the ONLY Platinum Award Winner in the Sustainability Report category within the Technology - I.T. Services sector. This achievement underscores our leadership in sustainable practices within our industry.
10. ASSOCHAM 5th Diversity & Inclusion Excellence Awards & Conclave - 2024: In Top 3 for 'Best Employer for Persons with Disabilities' in Large sub-category
11. BW People HR Excellence Awards 2024: Secured Gold in the 'Excellence in Diversity & Inclusion' category
12. Avtar & Seramount Best Companies for Women in India (BCWI) study, 2024: Secured Top 50 position as Best Companies for Women' in India
13. Bombay Chamber DEI Awards: Secured Winners at Bombay Chamber DEI Awards 2024 in the 'Disability Confidence & Inclusion' category
14. Rotary's Choice Award: Honored to be recognized as one of the Top 50 Best Companies for Women in India and among the Top 20 Best IT Companies for Women in India
15. Avtar and Seramount Best Companies for Women in India (BCWI) rankings: Winners at Rotary's Choice Award in the 'Promoting and Enabling Participation of LGBTQIA Community for Business Organizations' category
16. I ndia Workplace Equality Index (IWEI) and Stonewall: Recognized as Silver Employer by IWEI for our commitment to equality and inclusion for the LGBTQ (Lesbian, Gay, Bisexual, Transgender, Queer/Questioning) community
17. Women Empowerment Principles Award (WEPs): Recognized as the Second Runner-Up at the prestigious 2024 UN Women India WEPs (Women's Empowerment Principles) Awards in the Workplace category
18. India Green Award 2025: Received India Green Award 2025 for YoY demonstration of best practices and achievements in Sustainability Reporting.
19. S&P Yearbook 2025: Joined elite ranks with listing in S&P Global Sustainability Yearbook 2025.
ACKNOWLEDGEMENTS
Your Director's place on record their sincere thanks to the customers, vendors, investors, banks, financial & academic institutions, regulatory authorities, stock exchanges and all other stakeholders for their continued co-operation and support.
Your Directors also acknowledge the support and co-operation from the Government of India, state governments and overseas government(s), their agencies and other regulatory authorities.
Your Directors also appreciate the commendable efforts, teamwork and professionalism of the employees of the Company.
For and on behalf of the Board
Debashis Chatterjee Venugopal Lambu
Chief Executive Officer & CEO - Designate &
Place: Mumbai Managing Director Whole-time Director
Date: April 23, 2025 (DIN: 00823966) (DIN: 08840898)
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