As on: Apr 29, 2024 06:27 PM
To,
The Members,
Your Directors are pleased to present the thirty seventh report on the business and operations of the Company for the year ended 30th June, 2023.
FINANCIAL RESULTS (STANDALONE) ' in Lakhs
Particulars
Revenue
- Revenue from operations
- Other Income
Total income
Total expenses
Exceptional Items
Profit before Tax expenses
- Current Tax
- Deferred Tax
Net Profit for the year
Other comprehensive income
Total comprehensive income for the year (net of tax)
Profit brought forward from previous year
Profit available for appropriation
Appropriations:
- Interim dividend
- Final equity dividend
- Balance Carried Forward to Balance Sheet
DIVIDEND
The Company had declared and paid an interim dividend of ^ 35 per equity share during the year 2022-23.
Your Directors are pleased to recommend a final dividend of ^ 30 per equity share for the financial year ended 30th June, 2023.
The total dividend for 2022-23 is ^ 65 per equity share (previous year ^ 62 per equity share).
The Dividend Distribution Policy of the Company is set out as Annexure "A" and is also uploaded on the Company's website: https://w3.accelva.com/accelva-solutions-india- limited-policies
OPERATING RESULTS
The Company has shown strong recovery post COVID-19 pandemic. This is evident from the fact that the revenue from operations for the year under review has gone past the pre-Covid levels. The revenues rose to ^ 41,160.10 lakhs from ^ 32,717.23 lakhs in 2021-22, an increase of over 25%. The expenditure has increased steadily from ^ 24,169.32 lakhs in 2021-22 to ^ 27,514.55 lakhs during the year under review.
BUSINESS OPERATIONS
The air passenger traffic continued with its solid recovery and is within touching distance to pre-pandemic levels in international travel and crossing pre-pandemic levels on domestic levels. This has enabled the Company to register strong growth, both in revenues and profitability. We continue to work with airlines and industry partners like IATA and ATPCO to ensure that our end-to-end solutions help the airline during the recovery phase and beyond.
During the year under review, there was no change in the nature of business of the Company, pursuant to, inter alia, section 134 of the Act and Companies (Accounts) Rules, 2014, as amended from time to time.
SUBSIDIARIES
Pursuant to the provisions of section 129(3) of the Companies Act, 2013 ("the Act"), a statement containing salient features of financial statements of Accelya Solutions Americas Inc. and Accelya Solutions UK Limited, in Form AOC-1 is attached to the financial statements.
In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements and related information of the Company and the financial statements of each of the subsidiaries, are available on our website, w3.accelya.com. Further, in line with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in accordance with the Accounting Standard 21 (AS-21), the Consolidated Financial Statements prepared by the Company include financial information of its subsidiaries.
The Company's Policy for determining material subsidiaries may be accessed on the website of the Company at https:// w3.accelva.com/accelva-solutions-india-limited-policies
BOARD OF DIRECTORS
Six meetings of the Board of Directors were held during the year, the details of which are given in the Corporate Governance Report. The maximum interval between any
two meetings was well within the maximum allowed gap of 120 days.
The Company has received the following declarations from all the Independent Directors confirming that:
They meet the criteria of independence as prescribed under the provisions of the Act, read with the Schedules and Rules issued thereunder, as well as of Regulation 16 of the Listing Regulations.
In terms of Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, they have registered themselves with the Independent Director's database.
In terms of Regulation 25(8) of the Listing Regulations, they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties.
The Board of Directors, based on the declaration(s) received from the Independent Directors, has verified the veracity of such disclosures and confirm that the Independent Directors fulfil the conditions of independence specified in the Listing Regulations and the Companies Act, 2013 and are independent of the management of the Company.
Retirement of Mr. Nani Javeri
Mr. Nani Javeri, Non-Executive Independent Director of the Company retired from the Board on 7 July, 2023, upon completion of his tenure.
The Board places on record its sincere appreciation for the immense contribution made by Mr. Nani Javeri as an Independent Director.
Appointment of Mr. Saurav Adhikari
Mr. Saurav Adhikari (DIN: 08402010) was appointed as an Additional Director designated as an Independent Director by the Board of Directors on 2 August 2022.
The shareholders, at the Annual General Meeting held on 19 October, 2022 approved the appointment of Mr. Saurav Adhikari as an Independent Directors for a period of 5 years with effect from 2 August, 2022.
Appointment of Ms. Meena Jagtiani
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors appointed Ms. Meena Jagtiani (DIN: 08396893) as an Additional Director in the category of Independent Director of the Company with effect from 27th June, 2023
for a period of 5 years i.e. upto 26th June, 2028, subject to approval of the shareholders.
Ms. Meena Jagtiani is not related to the Promoter or Promoter Group and fulfils the criteria of independence as required under the provisions of the Companies Act, 2013 and the Rules framed thereunder and the Regulations. Ms. Meena Jagtiani is not debarred from holding the office of Director by virtue of any order of the Securities and Exchange Board of India (SEBI) or any other such authority.
The shareholders have approved the appointment of Ms. Meena Jagtiani as an Independent Director for a period of 5 years with effect from 27th June, 2023 through postal ballot.
Retirement by rotation and re-appointment of Mr. James Davidson
Mr. James Davidson (DIN: 09516461), retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.
Prior to its acquisition by Accelya, Mr. James Davidson (age 68) was the CEO of Farelogix Inc., a recognized disruptor and leader in airline distribution and commerce technology. Mr. Davidson has been involved in the travel industry for more than 25 years. Prior to 2005, he was President and CEO of NTE, an internet-based supply chain technology company focused on transportation pricing and transaction engines for shippers and carriers. In the past, he held several senior leadership roles, including President and CEO of Amadeus Global Travel, North America; Head of Sales and Marketing at System One; and Vice President of Marketing at Reed Travel Group/OAG.
Other details of Mr. James Davidson like the nature of his expertise in specific functional areas, names of companies in which he holds directorships and memberships / chairmanships of Board Committees and shareholding etc. as stipulated under the Listing Regulations, are provided as an Annexure to the AGM notice.
In the opinion of the Board of Directors, the independent directors appointed during the year possess the requisite expertise and experience and are persons of integrity and repute.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has not given any loans or guarantees covered under the provisions of the Act. Information regarding investments covered under the provisions of section 186 of the Act is detailed in the financial statements.
DIRECTORS' RESPONSIBILITY STATEMENT
Your Directors state that:
a. in the preparation of the annual accounts for the year ended 30th June, 2023, the applicable accounting standards have been followed and there are no material departures from the same;
b. 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 as at 30th June, 2023 and of the profit of the Company for the year ended on that date;
c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. the annual accounts have been prepared on a going concern basis;
e. the Directors 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
f. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
AUDIT COMMITTEE
The details of the Audit Committee are mentioned in Corporate Governance Report.
HUMAN RESOURCE
The Board has not granted any stock options during the year under review. During the year the Company also did not have any options in force. Therefore, the details required to be given under the SEBI (Employee Stock Option Scheme and Stock Purchase Scheme) Guidelines, 1999 are not being given.
During the year, the Company had cordial relations with its employees. Disclosures with respect to the remuneration of Directors and employees as required under section 197 of the Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been appended as Annexure "B".
Details of employee remuneration as required under provisions of section 197 of the Act and Rule 5(2) & 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the names and other particulars of employees drawing remuneration in excess of the limits set out in the aforesaid Rules, forms part of this Report. However, inline with the provisions of Section 136(1) of the Act, the Report and Financial Statements as set out therein, are being sent to all members of your Company excluding the aforesaid information. The particulars shall be made available to any member on request.
MATERIAL CHANGES AND COMMITMENTS, IF ANY
There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year 2022-23 and the date of this report.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS
There are no significant or material orders passed by the regulators or courts or tribunals impacting the going concern status and the Company's operations in future.
TRANSFER TO RESERVES
No amount is proposed to be transferred to General Reserve on declaration of dividend(s).
POLICIES
Your Company has formulated Policy on Related Party Transactions, Policy for determining material subsidiaries, CSR Policy and Whistle Blower Policy in terms of the legal requirements. These and other policies are available on the website of the Company at https://w3.accelva.com/ investors/
RELATED PARTY TRANSACTIONS
All contracts/transactions entered into by the Company during the financial year with related parties were in the ordinary course of business and on an arm's length basis.
Pursuant to the provisions of Section 134(3)(h) of the Act, the particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Act and prescribed in Form AOC-2 of Companies (Accounts) Rules, 2014, are provided elsewhere in this Report.
All Related Party Transactions are placed before the Audit Committee for review and approval. Prior omnibus approval is obtained for Related Party Transactions for transactions which are of repetitive nature and entered in the ordinary course of business and are at arm's length.
VIGIL MECHANISM
The Company has adopted a Whistle Blower Policy, as part of vigil mechanism to provide a framework to promote responsible and secure whistle blowing process. It protects employees wishing to raise a concern about serious irregularities within the Company or its employees.
Protected disclosures can be made by a whistle blower through an email or by a phone call to the Ombudsperson appointed under the Policy. No personnel of the Company has been denied access to the audit committee.
As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 ('Act') and Rules made thereunder, your Company has constituted Internal Complaints Committees.
The Company did not receive any complaint of sexual harassment during the financial year 2022-23.
RISK MANAGEMENT
The Company has constituted a Risk Management Committee. The details of Committee and its terms of reference are set out in the Corporate Governance Report forming part of the Board's Report.
The Company has a robust Risk Management framework to identify, evaluate and mitigate risks. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company's competitive advantage.
The risk framework defines the risk management approach across the enterprise at various levels.
POLICY ON APPOINTMENT OF DIRECTORS, KEY MANAGERIAL PERSONNEL, SENIOR MANAGEMENT & OTHER EMPLOYEES AND REMUNERATION POLICY
The Company has framed a policy on appointment of directors, key managerial personnel, senior management & other employees and remuneration policy which is annexed as Annexure "C".
CORPORATE SOCIAL RESPONSIBILITY (CSR)
In accordance with the requirements of section 135 of the Act, your Company has constituted a Corporate Social Responsibility Committee ("CSR Committee"). The composition and terms of reference of the CSR Committee is provided in the Corporate Governance Report.
Annual report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed herewith as Annexure "D".
AUDITORS
Statutory Auditors
Your Company at its thirty fourth Annual General Meeting held on 28 October, 2020 had appointed Deloitte Haskins & Sells, Chartered Accountants (Firm Registration No. 117366W/W - 100018) as Statutory Auditors of the Company up to the conclusion of the thirty ninth Annual General Meeting. The requirement for the annual ratification of auditor's appointment at the Annual General Meeting has been omitted pursuant to Companies (Amendment) Act, 2017 notified on May 7, 2018. The Statutory Auditors have confirmed that they satisfy the independence criteria as required under the Act. There are no qualifications, reservations or adverse remarks against the Company made by the Statutory Auditors in their report.
Further, there was no instance of fraud reported by the Statutory Auditors during the year under review, as required under section 134 of the Actand rules thereunder.
Secretarial Auditor
Pursuant to the provisions of section 204 of the Act and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Nilesh A. Pradhan & Co. LLP., Company Secretaries to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit is annexed herewith as "Annexure E". There are no qualifications, reservations or adverse remarks against the Company made by the Secretarial Auditors in their report.
SECRETARIAL STANDARDS
The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.
EXTRACT OF ANNUAL RETURN
Extract of Annual Return of the Company is annexed herewith as Annexure "F". The Annual Return is available on https://w3.accelva.com/investors/
CORPORATE GOVERNANCE AND BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
In compliance with Regulation 34 of the Listing Regulations, a separate report on Corporate Governance along with a certificate from the Auditors on its compliance forms part of this report. Business Responsibility and Sustainability Report under Regulation 34(2)(f) of the SEBI (LODR) Regulations, 2015 forms a part of this report and is annexed herewith as Annexure "G".
FIXED DEPOSITS
During the year your Company has not accepted fixed deposits from the public.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, are annexed hereto as Annexure "H".
OTHER DISCLOSURES
i) Details in respect of Company's internal controls with reference to financial statements are stated in the Management Discussion and Analysis which forms part of this report.
ii) The requirements to disclose the details of difference between amount of the valuation done at time of onetime settlement and the valuation done while
taking loan from banks and financial institutions along with the reasons thereof, is not applicable.
iii) No application has been made under the Insolvency and Bankruptcy Code, hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year under review along with their status as at the end of the financial year is not applicable.
iv) The Company is not required to maintain cost records, as specified by the Central Government under section 148 of the Act
ACKNOWLEDGMENT
Your directors extend their gratitude to all investors, clients, vendors, banks, financial institutions, regulatory and governmental authorities and stock exchanges for their continued support during the year. The directors place on record their appreciation of contribution made by the employees at all levels for their dedicated and committed efforts during the year.
For and on behalf of the Board of Directors
GurudasShenoy
Managing Director
(DIN: 03573375)
Place: Mumbai
Date: 27July, 2023
Annexure 'A'
Dividend Distribution Policy
(Approved by the Board of Directors at their meeting held on 20th August, 2020)
INTRODUCTION
This Policy is called "Accelya Solutions India Limited - Dividend Distribution Policy" (hereinafter referred to as "this Policy") and shall be effective from 20th August, 2020 ("Effective Date"). In terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), including any statutory modification(s) or re-enactment(s) thereof for the time being in force, Accelya Solutions India Limited (hereinafter referred to as "the Company") is required to frame this Policy.
DEFINITIONS
i) "Act" shall mean the Companies Act, 2013 including the rules made thereunder.
ii) "Company" shall mean Accelya Solutions India Limited.
iii) "CFO" shall mean Chief Financial Officer of the Company.
iv) "Board" or "Board of Directors" shall mean Board of Directors of the Company.
v) "Dividend" shall mean Dividend as defined under Companies Act, 2013 or SEBI Regulations.
vi) "SEBI Regulations" shall mean the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 together with the circulars issued thereunder, including any statutory modifications or re-enactments thereof for the time being in force.
POLICY
This policy aims at ensuring compliance with the provisions of Regulation 43A of the SEBI Regulations.
Frequency of payment of dividend
The Company believes in rewarding its shareholders as and when the funds are available for distribution as dividend and generally strive to declare interim dividend at least once in a year and to recommend final dividend to the Members at the Annual General Meeting of the Company.
Financial parameters and internal and external factors that would be considered for declaration of dividend
The Company would, inter alia, consider the following financial parameters and / or internal & external factors before declaring dividend(s) or recommending dividend(s) to the shareholders:
Current year profits arrived at after providing for depreciation in accordance with the provisions of section 123 and other applicable provisions, if any, of the Act;
Profits from any of the previous financial year(s) arrived at after providing for depreciation in accordance with the provisions of Section 123 and other applicable provisions, if any, of the Act;
Fund requirements to finance the working capital needs of the business;
Opportunities / avenues for investment of the funds of the Company for future growth.
Optimal free cash to fund any exigencies, if any.
In case the Board proposes not to distribute the profit, the grounds thereof and information on utilisation of the retained earnings, if any, shall be disclosed to the shareholders in the Board's Report forming part of Annual Report of the Company.
Circumstances under which their shareholders can or cannot expect dividend
In an event where the profits of the Company are inadequate or if the Company incurs losses, the Company would like to use the Company's reserves judiciously and not declare dividend or declare dividend lower than its normal rate of dividend.
Procedure for declaration / recommendation of dividend
The CFO jointly with the Managing Director of the Company shall suggest any amount to be declared / recommended as dividend to the Board of Directors of the Company, taking into account the aforementioned parameters.
Dividend (including interim and/or final) would be declared and paid to equity shareholders at the rate fixed by the Board of Directors of the Company. Final dividend proposed by the Board of Directors, if any, would be subject to the approval of the shareholders at the Annual General Meeting.
The Compliance Officer of the Company shall ensure compliance of Insider Trading Regulations and SEBI Regulations with respect to payment of recommendation / declaration of dividend.
AMENDMENTS TO THE POLICY
Any amendment(s) of any provision of this policy shall be carried out by persons authorized by the Board in this regard.
Annexure 'B'
Statement of Disclosure of Remuneration under section 197 of Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
i) The ratio of remuneration of each director to the median employee's remuneration, the percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary during the financial year 2022-23.
Sr. No. Name of the Director / KMP
remuneration
1 Gurudas Shenoy
2 Ninad Umranikar
3 Uttamkumar Bhati
ii) The percentage increase in the median remuneration of employees in the financial year 2022-23 was 10.5%.
Hi) The Company has 1,310 permanent employees on the rolls of the Company as on 30th June, 2023.
iv) Average percentage increase made in the salaries of Employees other than the managerial personnel in the financial year was 10.9% whereas the increase in the managerial remuneration was Nil.
v) It is hereby affirmed that the remuneration paid during the year is as per the Remuneration Policy of the Company.
Annexure 'C'
Policy on Appointment of Directors, Key Managerial Personnel, Senior Management & Other Employees and Remuneration Policy
1. Term of Appointment of Directors
A. Maximum Tenure of Independent Directors
i) An independent director shall hold office for a term up to five consecutive years on the Board of the Company and shall be eligible for re-appointment for another term of up to five consecutive years on passing of a special resolution by the Company.
Provided that a person who has already served as an independent director for five years or more in the Company as on 1st October, 2014 shall be eligible for appointment, on completion of his present term, for one more term of up to five years only.
Every independent director shall at the first meeting of the Board in which he participates as a director and thereafter at the first meeting of the Board in every financial year or whenever there is any change in the circumstances which may affect his status as an independent director, give a declaration that he meets the criteria of independence mentioned in (5) (A) below.
ii) An independent director who completes his above mentioned term shall be eligible for appointment as independent director in the Company only after the expiration of three years of ceasing to be an independent director in the Company.
B. Term of Other Directors
Not less than two-thirds of the total number of directors of the Company shall be persons whose period of office is liable to determination by retirement of directors by rotation and be appointed by the Company in general meeting.
For the purpose of determining directors liable to retire by rotation, "total number of directors" shall not include independent directors on the Board of the Company.
2. Appointment of Key Managerial Personnel and Persons in Senior Management
The Committee shall appoint Key Managerial Personnel and persons in Senior Management and shall approve the terms and conditions of their appointment including their remuneration. The Committee shall strive to appoint a person best suited for the job in terms of talent, qualification and experience required for the position.
Senior Management shall mean personnel of the Company who are members of its core management team excluding Board of Directors comprising all members of management one level below the Board of Directors and includes functional heads.
3. Criteria for Determining Qualifications of Directors
For a person to qualify as a director he shall possess appropriate skills, experience and knowledge in one or more fields of finance, law, human resource, management, sales, marketing, administration, research, corporate governance, technical operations or other disciplines related to the Company's business.
4. Positive Attributes
a) Integrity
A director, Key Managerial Personnel and a person in Senior Management shall be a person of integrity and shall uphold highest standards of probity.
b) Commitment
A director, Key Managerial Personnel and a person in Senior Management shall devote sufficient time and attention to his professional obligations for informed and balanced decision making.
c) Compatibility
A director should be able to develop a good working relationship with other Board members and contribute to the Board's working relationship with the senior management of the Company.
5. Criteria for Determining Independence of Directors
An independent director shall be a director other than a managing director or a whole-time director or a nominee director,
(a) who is a person of integrity and possesses relevant expertise and experience;
(b) (i) who is or was not a promoter of the Company or its holding, subsidiary or associate company;
(ii) who is not related to promoters or directors in the Company, its holding, subsidiary or associate company;
(c) who has or had no pecuniary relationship with the Company, its holding, subsidiary or associate company, or their promoters, or directors, during the two immediately preceding financial years or during the current financial year;
(d) none of whose relatives has or had pecuniary relationship or transaction with the Company, its holding, subsidiary or associate company, or their promoters, or directors, amounting to two percent or more of its gross turnover or total income or fifty lakh rupees or such higher amount as may be prescribed, whichever is lower, during the two immediately preceding financial years or during the current financial year;
(e) who, neither himself nor any of his relatives
(i) holds or has held the position of a key managerial personnel or is or has been employee of the Company or its holding, subsidiary or associate company in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed;
(ii) is or has been an employee or proprietor or a partner, in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed, of
(A) a firm of auditors or company secretaries in practice or cost auditors of the Company or its holding, subsidiary or associate company; or
(B) any legal or a consulting firm that has or had any transaction with the Company, its holding, subsidiary or associate company amounting to ten per cent, or more of the gross turnover of such firm;
(iii) holds together with his relatives two per cent or more of the total voting power of the Company; or
(iv) is a Chief Executive or director, by whatever name called, of any non-profit organisation that receives twenty-five per cent or more of its receipts from the Company, any of its promoters, directors or its holding, subsidiary or associate company or that holds two per cent or more of the total voting power of the Company; or
(f) who possesses the qualifications prescribed in (1) above.
6. Evaluation of Performance of Independent Directors
Every independent director shall self-evaluate his performance and shall submit a report on his self-evaluation to the Chairman of the Company. The Chairman shall review the performance of the independent director and provide feedback as appropriate.
Remuneration Policy
1. Objective
The Nomination and Remuneration Committee of the Board of Directors ("the Committee") of Accelya Solutions India Limited (the "Company" or "ASIL") has adopted the following policy and procedures with regard to remuneration to the directors, key managerial personnel and other employees of the Company. The Committee may review and amend this policy from time to time.
In determining the remuneration & compensation, the Company shall take into consideration individual performance of the employee and company performance determined through the process of annual appraisals.
The remuneration and compensation policy of the Company aims to attract, retain and motivate employees.
The remuneration to the managing director, key managerial personnel and senior management involves a balance between fixed and variable pay reflecting short and long-term performance objectives appropriate to the working of the company and its goals.
This policy is intended to ensure that all necessary approvals are obtained and all reporting requirements are duly complied with in respect of remuneration of directors and key managerial personnel of the Company.
2. Effective Date
This Policy is effective from 1st April 2014.
3. Remuneration
A. Independent Directors and Non-Executive Non-Independent Directors
a) Commission
Independent directors and non-executive non-independent directors of the Company may be paid such remuneration as the Board of Directors may decide from time to time, subject to the approval of the shareholders of the Company. The independent directors and non-executive non-independent directors may be paid remuneration by way of commission subject to the ceiling of 1% of the net profits of the Company as computed under the applicable provisions of the Companies Act, 2013 ("the Act").
The percentages aforesaid shall be exclusive of any sitting fees payable to independent directors and non-executive non-independent director for attending meetings of the Board of Directors or of any committee thereof and re-imbursement of out of pocket expenses incurred by the independent directors.
b) Re-imbursement of out of pocket expenses
The Company may reimburse out-of-pocket expenses incurred by the independent directors and non executive non-independent directors for attending the meetings.
c) Sifting Fees
The Board of Directors of the Company may decide from time to time, sitting fees payable to independent directors and non-executive non-independent directors for attending meetings of the Board or committees thereof.
The sitting fees shall not exceed rupees one hundred thousand (^ 100,000) per independent director and non-executive non-independent director per meeting of the Board or committee thereof.
The independent directors and non-executive non-independent directors shall not participate in the meeting on any discussion relating to the remuneration payable to them.
The performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated.
B. Remuneration to Managing Director
The Managing Director shall be paid remuneration in accordance with industry standards.
Based on the industry standards, the Managing Director of the Company may be paid such remuneration as the Board of Directors may decide, from time to time, on the recommendation of the Nomination & Compensation Committee, subject to the approval of the shareholders of the Company.
The Managing Director may be paid remuneration which shall not exceed five per cent of the net profits of the Company.
Provided that if, in any financial year, the Company has no profits or its profits are inadequate, the Company may pay to its Managing Director, by way of remuneration any sum in accordance with the provisions of Schedule V to the Act and if it is not able to comply with such provisions, it may pay remuneration to the Managing Director after obtaining previous approval of the Central Government.
C. Remuneration to Key Managerial Personnel and Senior Management
Remuneration and compensation to key managerial personnel and persons in senior management shall be competitive and in accordance with industry benchmarks.
The remuneration and compensation shall involve a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the Company and its goals.
D. Remuneration to other employees
In determining the remuneration and compensation to employees other than those mentioned above, the Company shall take into consideration individual performance of the employee and company performance determined through the process of annual appraisals.
4. Disclosures
This policy shall be disclosed in the Board's report. In addition to the above, the following shall be disclosed in the Board's report:
i) The ratio of remuneration of each director to the median employee's remuneration.
ii) The percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary, in the financial year;
Hi) The percentage increase in the median remuneration of employees in the financial year;
iv) The number of permanent employees on the rolls of the Company;
v) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;
vi) Affirmation that the remuneration is as per the remuneration policy of the Company.
In the event of any clause in the "Policy on Appointment of Directors, Key Managerial Personnel, Senior Management & Other Employees and Remuneration Policy" undergoes a change as a result of any statutory amendment to any law referred therein, such clause shall automatically stand amended without referring to the Board.
Annexure 'D'
Annual Report on Corporate Social Responsibility (CSR) activities for the Financial Year 2022-23 [Pursuant to Companies (Corporate Social Responsibility Policy) Rules, 2014]
Brief Outline of CSR Policy
Accelya Solutions India Limited has been a socially responsible company since inception and has been contributing actively for CSR activities to benefit the socially & economically disadvantaged communities.
The objectives of the CSR policy are to -
Clarify and establish the CSR vision, focus areas and strategy of the Company.
Establish the governance mechanism and process-how the CSR budget and activities shall be approved, monitored and reported to the Board of Directors and other stakeholders.
For the Company, corporate social responsibility firstly means responsible business practices through the involvement of all stakeholders in the decision making process and in operations. It entails having business policies that are ethical, equitable, environmentally conscious, gender sensitive and sensitive towards the differently abled.
Apart from responsible business practices, the Company believes that it must contribute to uplift sections of society that are disadvantaged. Creating a better society is the job of everyone and in some way every individual, every organisation must contribute towards a better community and country.
Over the years, the Company has engaged with Catalysts for Social Action (CSA), an NGO registered under the Charities Act, for rehabilitation of orphaned children, promoting preventive healthcare & sanitation, making available safe drinking water ensuring environmental sustainability and ecological balance. CSA works for the holistic rehabilitation of the orphaned child. The Company has also engaged with Sri Sathya Sai Health & Education Trust, a not-for-profit organisation dedicated to provide children with congenital heart diseases with free of cost treatment at its chain of hospitals, restoring dignity to a child's life and gifting them a healthy childhood.
2. Composition of the CSR Committee
Sr. No. Name of Director
1 Nani Javeri*
4 (Four)
2 Meena Jagtiani#
3 Sangeeta Singh
4 James Davidson
* Retired with effect from 7th July, 2023.
# Appointed with effect from 27th June, 2023.
3. Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.
https://w3.accelva.com/wp-content/uploads/2021/07/Corporate-Social-Responsibilitv-Policv.pdf
https://w3.accelva.com/investors/
4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report): Not Applicable
5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any: Not Applicable
6. Average net profit of the company as per section 135(5): ^ 8,956.97 lakhs.
7. (a) Two percent of average net profit of the company as per section 135(5): ^ 179.14 lakhs
(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Not
Applicable
(c) Amount required to be set off for the financial year, if any: Not Applicable
(d) Total CSR obligation for the financial year (7a+7b-7c): ^ 179.14 lakhs
8. (a) CSR amount spent or un spent for the financial year:
Total Amount Spent for the Financial Year
Amount Unspent
Total Amount transferred to Unspent CSR Account as per section 135(6)
Amount transferred to any fund specified under Schedule VII as per second provison to section 135(5).
1,79,14,000
Not Applicable
(b) Details of CSR amount spent against ongoing projects for the financial year:
1
5
11
SI.
No
Project
from the
list of activities in
Schedule VII to the Act
Area
(Yes
/NO)
Location of the Project
Duration
allocated
for the
project
Account for the
project as per Section 135(6)
(in Rs.)
implementation Direct (Yes/ NO)
Mode of
implementation - Through implementing agency
No.
(c) Details of CSR amount spent against other than ongoing projects for the financial year
SI No. Name of the Project
(Yes/
No)
the project
Mode of Implementation -Through Implementing Agency
no.
1 Project SAMBHAV
Goa
Madhya
Pradesh
Odisha
Thane,
Raigad,
Palghar,
Pune,
Baramati,
Ahmednagar,
Aurangabad,
Nashik,
South Goa and North Goa Indore, Hosangabad, Kandhamal, Kalahandi
2 Sri Sathya Sai Medical & Education Trust
Total
(d) Amount spent in Administrative Overheads -NIL
(e) Amount spent on impact Assessment if applicable -NIL
(f) Total amount spent for the Financial Year (8b+8c+8d+8e) - Rs. 179.14 Lakhs
(g) Excess amount for set of if any: NIL
9. (a) Details of Unspent CSR amount for the preceding three financial years:
Amount transferred to any fund specified under Schedule VII as per section 135(6), if any.
2
3
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): NIL
10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year: NIL
11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5): Not Applicable
Gurudas Shenoy Managing Director
(DIN: 08396893)
Place: Mumbai Date: 27 July, 2023
Annexure 'E'
SECRETARIAL AUDIT REPORT
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014 and Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015]
FOR THE FINANCIAL YEAR ENDED JUNE 30, 2023
ACCELYA SOLUTIONS INDIA LIMITED
5th & 6th Floor, Building No. 4, Raheja Woods,
River Side 25A, West Avenue, Kalyani Nagar, Pune - 411006
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by ACCELYA SOLUTIONS INDIA LIMITED (hereinafter called "the Company"). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/Statutory compliances and expressing our opinion thereon.
Based on our verification of the books, papers, minute books, forms and returns filed and other records maintained by "the Company" and submitted by the Company for verification through electronic mode and also the information provided by "the Company", its officers, agents authorized representatives during the conduct of Secretarial Audit, the explanations and clarifications given to us, We hereby report that in our opinion, the Company, during the audit period covering the financial year ended June 30,2023 complied with the Statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by Company for the financial year ended June 30, 2023 according to the provisions of:
i) The Companies Act, 2013 (the Act) and the rules made there under;
ii) The Securities Contracts (Regulation) Act, 1956 and the rules made there under;
iii) The Depositories Act, 1996 and the regulations and bye-laws framed there under;
iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of foreign direct investment, overseas direct investment and External Commercial Borrowings;
v) The following regulations and guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI Act):
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;
(d) The Securities and Exchange Board of India (Employee Benefits and Sweat Equity) Regulations, 2021 (Not Applicable as the Company has not issued any Share based Employee Benefits during the financial year under review);
(e) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; (Not Applicable as the Company has not issued any further share capital during the year)
(f) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; (Not applicable to the Company during the audit period)
(g) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with Client;
(h) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 (Not applicable as the Company has not delisted /propose to delist any of its securities during the financial year under review.); and
(i) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 (Not applicable as the Company has not bought back /propose to buy back any of its securities during the financial year under review).
vi) The Company has identified the following laws as specifically applicable to the Company:
1) Information Technology Act, 2000.
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India with respect to Board and General Meetings.
(ii) The Listing Agreements entered into by the Company with BSE Limited and National Stock Exchange of India Limited read with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
During the period under review the Company has complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards, etc mentioned above:.
We further report that: -
The Board of Directors of the Company was duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notice was given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance for meetings other than those held at shorter notice, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
The decisions at Board meetings and committee meetings are carried out unanimously or as recorded in the minutes of the meeting of Board of Directors or committee of the Board, as the case may be.
We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
We further report that during the audit period, there were no instances of:
(i) Public / Rights / Preferential issue of shares /debentures / sweat equity.
(ii) Redemption / buy-back of securities.
(iii) Major decisions taken by the Members in pursuance to Section 180 of the Companies Act, 2013.
(iv) Foreign Technical collaborations.
We further report that during the audit period the Company has not undertaken events/ actions having a major bearing on the Company's affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc.
For Nilesh A. Pradhan & Co.,LLP Company Secretaries
Nilesh A.Pradhan Partner FCS No: 5445 CP No:3659 PR No.:1908/2022 UDIN:F005445E000672529
Place: Mumbai Date: July 27, 2023
Note: This report should be read with our letter which is annexed as Annexure I and forms integral part of this report.
Annexure A to the Secretarial Audit Report
River Side 25A, West Avenue, Kalyani Nagar,
Pune 411 006.
Our report of even date is to be read along with this letter
1. Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices that we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts and internal Control System of the company.
4. Where ever required, more specifically with respect to the all other applicable laws, except as stated in Secretarial Audit Report we have obtained and relied upon the Management representation about the compliance of laws, rules and regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.
Nilesh A.Pradhan Partner FCS No: 5445 CP No:3659
Annexure 'F'
FORM NO. MGT9 EXTRACT OF ANNUAL RETURN For financial year ended 30 June, 2023
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014
I. REGISTRATION & OTHER DETAILS
1. CIN
2. Registration Date
3. Name of the Company
4. Category/Sub-category of the Company
5. Address of the Registered office & contact details
Raheja Woods, River Side 25A, West Avenue, Kalyani Nagar, Pune 411006 Tel: 020-66083777
E-mail: accelyaindia.investors@accelya.com Website : w3.accelya.com
6. Whether listed company
7. Name, Address & contact details of the Registrar & Transfer Agent, if any.
Unit: Accelya Solutions India Limited,
Selenium Tower B, Plot 31-32, Gachibowli Financial District,
Nanakramguda Hyderabad - 500 032
Phone:+91-40-67162222
Fax:+91-40-23001153
Toll Free no.: 1800-345-4001
E-mail: einward.ris@kfintech.com
Website : www.kfintech.com
II. Principal Business Activities of the Company (All the business activities contributing 10% or more of the total turnover of the company shall be stated)
Name and Description of main products / services
% to total turnover of the company
Computer programming, consultancy and related activities
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Sr. No. Name and address of the Company
Section
1 Accelya Holding World S.L. Avenida Diagonal, 613, 9? A y B 08028 Barcelona, Spain
2 Accelya Solutions Americas Inc. 1405 Plymouth Road, North Brunswick, NJ 08902, USA
3 Accelya Solutions UK Limited Acre House, 11/15 William Road, London, NW13ER
IV. SHARE HOLDING PATTERN (Equity Share Capital Break-up as percentage of Total Equity)
Sr. No. Category of Shareholders
Shareholders
Holding
1 Promoters & Promoters Group
2 Institutions
Mutual Funds
Financial Institutions / Banks
Foreign Portfolio Investors (Corporate)
Qualified Institutional Buyer
Alternate Investment Funds
Insurance Companies
Central Government
State Government
3 Non-Institutions
Bodies Corporate
Foreign Nationals
Resident Individuals
HUF
Non-Resident Indians
Key Managerial Personnel
Trusts
Clearing Members
IEPF
NBFC
A) Shareholding of Promoter
Sr. No. Shareholder's Name
Shareholding at the beginning of the year
Shareholding at the end of the year
%
change in shareholding during the year
1 Accelya Holding World S.L.
2 Accelya Group Bidco Limited
B) Change in Promoters' Shareholding (please specify, if there is no change)
Sr. No. Name of the Shareholder
Cumulative Shareholding during the year
1. Accelya Holding WorldS.L.
C) Shareholding Pattern of top ten shareholders (Other than Directors and Promoters)
Shareholding at the beginning of the Year
Date
Increase / (Decrease) in shareholding
Reason
Cumulative Shareholding during the Year
1 Plutus Wealth Management LLP
Balance
2 Invesco India Small cap Fund
3 Rohini Nilekani
4 Investor Education and Protection Fund Authority Ministry of Corporate Affairs
5 PNB Metlife India Insurance Company Limited
6 Preeti Parag Shah
7 Parag Anop Shah
8 VEC Indian Special Situations Master Fund Ltd.
9 Goldman Sachs (Singapore) PTE. - ODI
10 VEC Discovery Fund
11 Hemant Chaudhry
12 Mckinley Capital Measa Fund OEIC Limited
13 Khushboo Munot
14 Rangan Bhaumik
15 Glaxo Finance Pvt Ltc
16 Kabir Singh
D) Shareholding of Directors and Key Managerial Personnel
Shares purchased / (sold) during the year
1 James Davidson
2 Jose Maria Hurtado
3 Nani Javeri*
4 Sangeeta Singh
5 Gurudas Shenoy
6 Saurav Adhikari
7 Meena Jaghani
* Retired as an Independent Director effective 7th July 2023.
Sr. No. Name of Key Managerial Personnel
1 Uttamkumar Bhati - Chief Financial Officer
2 Ninad Umranikar- Company Secretary
V) Indebtedness - Indebtedness of the Company including interest outstanding / accrued but not due for payment
Loans
Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i+ii+iii)
Change in Indebtedness during the financial year
* Addition
* Reduction
Net Change
Indebtedness at the end of the financial year
VI. Remuneration of Directors and Key Managerial Personnel
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
Sr. No. Particulars of Remuneration
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income- tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961
(c) Profits in lieu of salary under section 17 (3) Income- tax Act, 1961
2 Stock Option
3 Sweat Equity
4 Commission
-as %of profit
- others, specify...
5 Others, please specify
B. Remuneration to other directors
Name of Directors
Javeri
Singh
Adhikari
Jagtiani
Davidson
Independent Directors
Non-Executive
Non-Independent
Directors
1 Fee for attending Board and committee meetings
2 Commission
3 Others, please specify
C. Remuneration to Key Managerial Personnel Other Than Managing Director / Manager / Whole-time Director (Amount in Rs.)
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income- tax Act, 1961
(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961
Others, specify...
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
There were no penalties / punishment / compounding of offences for breach of any section of Companies Act against the Company or its Directors or other officers in default, if any, during the year.
For and on behalfof the Board of Directors
Saurav Adhikari Independent Director
(DIN: 08402010)
Mumbai 27 July, 2023
Annexure 'G'
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
SECTION A: GENERAL DISCLOSURES
I. Details of the listed entity
1 Corporate Identity Number (CIN) of the Listed Entity
2 Name of the Listed Entity
3 Year of incorporation
4 Registered office address
Raheja Woods, River Side 25A, West Avenue, Kalyani Nagar, Pune 411 006
5 Corporate address
LBS Marg, Vikhroli (W), Mumbai - 400083
6 E-mail
7 Telephone
8 Website
9 Financial year for which reporting is being done
10 Name of the Stock Exchange(s) where shares are listed
11 Paid-up Capital
12 Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the BRSR report
Email: ninad.umranikar@accelya.com
13 Reporting boundary - Are the disclosures under this report made on a standalone basis (i.e., only for the entity) or on a consolidated basis (i.e., for the entity and all the entities which form a part of its consolidated financial statements, taken together)
14 Details of business activities (accounting for 90% of the turnover)
15 Products / Services sold by the entity
Sr. No. Product / Service
1 Business Process Outsourcing (ITeS)
2 Software Application Hosting and Support
3 Software License and Maintenance
16 Total number of locations where business activity is undertaken by the Company:
Location
International
National
17 Markets served by the Entity
a. Number of locations
National (No. of States)
International (No. of Countries)
b. What is the contribution of exports as a percentage of the total turnover of the entity Rs.
Our contribution towards exports stands at 88.72% of the total turnover of our business.
c. A brief on types of customers
Our major customer base is the Airline industry and we have multiple airlines on boarded with us as customers from across the globe.
Employees
18. Details as at the end of financial year
a. Employees and workers (including differently abled):
The Company does not have any workers, hence it is not applicable.
Sr. No. Particulars
(A)
Male
Female
1 Permanent
2 Other Than Permanent
Total Employees
Differently-abled Employees
Total Differently-abled Employees
19. Participation / Inclusion / Representation of women
No. and percentage of Females
Board of Directors
20. Turnover rate for permanent employees and workers
FY 2022-23
FY 2021-22
FY 2020-21
Permanent
Holding, Subsidiary and Associate Companies (including joint ventures)
21. Names of holding / subsidiary / associate companies / joint ventures
Details of Holding, Subsidiary and Associate Companies are provided in Notes to Financial Statements (Note No. 35 of Standalone Financial Statements), which forms part of this Annual Report.
CSR Details
22. (i) Whether CSR is applicable as per Section 135 of Companies Act, 2013: Yes
(ii) Turnover(in^):4,116,012,031
(iii) Net worth (in K): 2,516,434,952
VII. Transparency and Disclosures Compliances
23. Complaints / Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct: Table - 10 Complaints / Grievances under the National Guidelines on Responsible Business Conduct
Stakeholder group from whom complaint is received
Communities
https://w3.accelya.
com/wp-content/
uploads/2023/03/Whistle-
Blower-Policy-2023.pdf
Investors other than Shareholders
Employees & Workers
Customers
Value Chain Partners
Other-
anonymous
complaints
24. Overview of the entity's material responsible business conduct issues
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along with its financial implications, as per the following format:
Sr. No. Material issue identified
(R/O)
1 Cyber Security
System hardening is done as per set policy based on CIS guidelines.
Sentinel One EDR has been rolled out to all endpoints.
A globally managed Security Operations Centre (SOC) has been deployed.
We also have full-time Chief Information Security Office (CISO)
2 Customer Data Security
We deploy / upgrade our data security tools as required from time to time.
In case of any cyber-attacks, there is an escalation mechanism including communication to all concerned stakeholders.
3 Currency Fluctuation
4 Economic downturn
5 Talent Retention
Benefits like Health Insurance and Leave policy have been revamped.
6 Regulatory Compliances
Section B: Management and Process Disclosures
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting the National Guidelines on Responsible Business Conduct ("NGRBC") Principles and Core Elements.
The National Guidelines for Responsible Business Conduct (NGRBC) as prescribed by the Ministry of Corporate Affairs advocates nine principles referred as P1-P9 as given below:
PI Businesses should conduct and govern themselves with integrity in a manner that is ethical, transparent, and accountable
P2 Businesses should provide goods and services in a manner that is sustainable and safe
P3 Businesses should respect and promote the well-being of all employees, including those in their value chains
P4 Businesses should respect the interests of and be responsive towards all its stakeholders
P5 Businesses should respect and promote human rights
P6 Businesses should respect, protect, and make efforts to restore the environment
P7 Businesses when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent
P8 Businesses should promote inclusive growth and equitable development
P9 Businesses should engage with and provide value to their consumers in a responsible manner
No. Disclosure Questions
Policy and Management Processes
1. a. Whether your entity's policy / policies cover each principle and its core elements of the NGRBCs. (Yes / No)
1. b. Whether the policy has been approved by the Board
P1
https://w3.accelva.com/wp-content/
uploads/2023/03/Whistle-Blower-Policv-2023.pdf
https://w3.accelva.com/wo-content/
uoloads/2021/07/Code-of-Conduct.odf
P2
P3
P4
uoloads/2023/03/Whistle-Blower-Policv-2023.odf
uoloads/2023/03/Dividend-Distribution-Policv-2023.
pdf
uoloads/2023/01/Coroorate-Social-Resoonsibilitv-
Policy.pdf
P5
P6
P7
P8
Policv.odf
P9
2 Whether the entity has translated the policy into procedures (Yes / No)
Yes
3 Do the enlisted policies extend to your value chain partners Rs. (Yes / No)
4 Name of the national and international codes/certifications/ labels/ standards (e.g. Forest Stewardship Council, Fair-trade, Rainforest Alliance, Trustee) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle.
ISO 27001 ISO 9001
5 Specific commitments, goals and targets set by the entity with defined timelines, if any.
Integrating ESG to Risk management process
Improving the gender diversity in workforce.
Increase gender representation in senior leadership levels.
Being recognized among the best employers in our key operating geographies.
Being recognized among industry leaders for information security practices and data privacy standards.
6 Performance of the entity against the specific commitments, goals and targets along-with reasons in case the same are not met.
We have diligently measured our carbon footprint for FY'20, '21, and '22. To ensure accuracy and relevance, we set emissions boundaries in alignment with international best practices, using the GHG Protocol framework.
1,141 lives impacted by promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects through Catalysts for Social Action, our CSR implementing agency.
21 lives impacted by providing the cost for treatment of children having congenital heart diseases, through Sri Sathya Sai Health & Education Trust, our CSR implementing agency.
Governance, leadership, and oversight
7. Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets, and achievements.
I am pleased to present Accelya's inaugural Business Responsibility and Sustainability Report (BRSR) for the financial year 2022-2023. At Accelya, we recognise the significant value that effective Environmental, Social, and Governance (ESG) programs bring to our business and society. Over the past twelve months, we have taken decisive steps to strengthen our commitment to ESG.
Environmental
During the reporting period, Accelya has diligently measured its carbon footprint for FY'20, '21, and '22. To ensure accuracy and relevance, we set emissions boundaries in alignment with international best practices, using the GHG Protocol framework. This transparent approach allows us to account for our carbon emissions and take necessary actions to reduce them.
Following the GHG reporting exercise, Accelya has established ambitious GHG reduction targets for scope 1, scope 2, and scope 3 emissions. These targets are aligned with the Science-Based Targets initiative and the Paris Agreement, ensuring that Accelya is on a path to meaningful carbon reduction.
As part of our environmental commitments, we have also invested in certified carbon offsets to compensate for our residual carbon emissions.
Social
Our social mission aims to foster an inclusive culture that attracts, develops, engages, and retains a diverse global talent pool to drive growth and competitive advantage. To achieve this vision, we launched the Women Employee Resource Group (ERG) during the reporting period. The ERG represents women across Accelya, offering a platform for global initiatives and events. Board-level sponsorship ensures strong support and guidance for the ERG's leadership, with local Chapter Leads driving opportunities at each office location. We plan to launch additional ERGs covering various topics in the coming year.
To further promote Diversity and Equity, we have also developed and implemented a series of new policies and processes.
Governance
Accelya remains committed to maintaining transparency, ethical practices, and robust governance. During the reporting period, we reviewed and updated policies and procedures to ensure compliance with relevant regulations, prevent corruption, and safeguard data.
A key focus area was enhancing our whistle blowing channels to empower employees to raise concerns. We invested in a new external helpline and provided comprehensive training to all employees on the importance of whistle blowing.
To govern our ESG efforts effectively, we formed an ESG Committee, comprising members of the Board of Directors and the Heads of Sustainability, Diversity, and Ethics and Compliance. The committee meets quarterly to review progress, performance, and address any issues that require the attention of the Board.
Conclusion
As Accelya advances on its sustainability journey, we remain steadfast in our commitment to address ESG challenges and contribute positively to society and the environment. We recognize that continuous improvement is vital, and we embrace the opportunities and responsibilities that lie ahead. We extend our gratitude to our stakeholders for their trust and support, as we strive to build a sustainable and responsible future together.
8. Details of the highest authority responsible for implementation and oversight of the Business Responsibility policy(ies).
The highest executive authority responsible for implementation of the policies is the Managing Director.
9. Does the entity have a specified Committee of the Board / Director responsible for decision making on sustainability related issues Rs.
10. Details of review of the National Guidelines on Responsible Business Conduct (NGRBC)
Indicate whether review was undertaken by Director / Committee of the Board / any other Committee
Frequency (Annually / Half-yearly / Quarterly / Any other - please specify)
Performance against above policies and follow up action
Compliance with statutory requirements of relevance to the principles, and rectification of any non-compliances
11. Details of review of the National Guidelines on Responsible Business Conduct (NGRBC)
Has the entity carried out an independent assessment / evaluation of the working of its policies by an external agency Rs. (Yes / No)
No. However, all the policies and processes are subject to internal reviews conducted by us periodically.
12. If answer to question (1) above is "No" i.e. not all Principles are covered by a policy, reasons to be stated
SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE
PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent, and Accountable.
Essential Indicators
1. Percentage coverage by training and awareness programmes on any of the principles during the financial year
Segment
Code of Conduct is an annual declaration taken from the Directors that helps remind them the importance of maintaining highest standards of ethical business conduct for the Company. In terms of the Code of Conduct, Directors must act within the guidelines of the authority conferred upon them and with a duty to make and enact informed decisions and policies in the best interests of the Company and its shareholders and stakeholders.
100%
Key Management
Personnel
Employees other than BoD and KMP
Annual Policies Compliance: We are committed to following the highest standards of business conduct, integrity and ethics across our locations. As a part of compliance and awareness program, all employees are trained in the following policies: -1. Prevention of Sexual Harassment 2. Code of Conduct which includes anticorruption and bribery, employee well-being, promotion of human rights etc.
2. Details of tines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year:
None.
3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-monetary action has been appealed:
Not applicable
4. Does the entity have an Anti-corruption or Anti-bribery policy Rs. If yes, provide details in brief and if available, provide a weblink to the policy.
Yes. Anti-bribery and anti-corruption are part of our Code of Conduct. It applies to all employees working with us. The policy prohibits offering or accepting gifts, hospitality, or other inducements, which can influence a decision, or engage in any form of bribery. Our code of conduct policy is available on our company's website: https:// w3.accelva.com/wp-content/uploads/2021/07/Code-of-Conduct.pdf
5. Number of Directors / KMPs / employees / workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery / corruption.
KMPs
6. Details of complaints with regard to conflict of interest
FY2022-23
Number of complaints received in relation to issues of conflict of interest of directors
Number of complaints received in relation to issues of conflict of interest of KMPs
7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators / law enforcement agencies / judicial institutions, on cases of corruption and conflicts of interest.
Leadership Indicators
1 Awareness programmes conducted for value chain partners on any of the Principles during the financial year
Every purchase order issued to our value chain partner covers clauses related to conducting business and governing themselves with integrity and follow ethical process. A contractor shall comply with all applicable laws (including labour laws), rules or regulations from time to time. Separate awareness programmes have not been conducted for value chain partners.
2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board Rs. (Yes/No) If yes, provide details of the same.
Yes, we receive an annual declaration from our Board members disclosing the names of companies in which they are directors, firms in which they are partners and trusts in which they are trustees.
PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe
1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental
and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.
1. Percentage of R&D and Capex investments in specific technologies to
improve environmental and social impacts of product and processes
2.a. Does the entity have procedures in place for sustainable sourcing Rs. (Yes / No)
Yes.
b. If yes, what percentage of inputs were sourced sustainable Rs.
With our approach of extending our ethical practices beyond the organization, we ensure the highest level of fairness and integrity when operating with our vendors. We ensure that legal and regulatory compliance practices are adhered to across all vendors and suppliers engaged in various locations. We do not track the percentage of inputs sourced sustainable.
3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste.
Plastics (including packaging)
E-waste
Hazardous waste
Other waste
Not Applicable.
4. Whether Extended Producer Responsibility ("EPR") is applicable to the entity's activities (Yes / No). If yes, whether the waste collection plan is in line with the Extended Producer Responsibility ("EPR") plan submitted to Pollution Control Boards Rs. If not, provide steps taken to address the same.
1. Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for manufacturing industry) or for its services (for service industry)Rs. If yes, provide details in the following format Rs.
Not applicable. We are an IT services company. We do not manufacture any products.
2. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means, briefly describe the same along-with action taken to mitigate the same.
3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry).
4. Of the products and packaging reclaimed at end of life of products, amount (in metric tones) reused, recycled, and safely disposed, as per the following format.
5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
Not applicable. We are an IT services company. We do not manufacture any products
PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains
1. a. Details of measures for the well-being of employees
Percentage of employees covered by
Category
Health
Insurance
Accident
Maternity
Benefits
Paternity
Daycare Facilities
% (B/A)
% (C/A)
% (D/A)
Permanent Employees
Non-Permanent Employees
1. b. Details of measures for the well-being of workers
Day care Facilities
Permanent Workers
Non-Permanent Workers
2. Details of retirement benefits, for Current FY and Previous FY
FY22-23
(Current Financial Year)
FY21-22
(Previous Financial Year)
PF
Gratuity
ESI
Others
(please
specify)
3. Accessibility of workplaces Are the premises / offices accessible to differently abled employees as per the requirements of the Rights of Persons with Disabilities Act, 2016Rs. If not, whether any steps are being taken by the entity in this regard.
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016 Rs. If so, provide a web link to the policy.
Yes, we have an Equal Opportunity Policy for Rights of Persons with Disability as per the Rights of Persons with Disabilities Act, 2016 and is available on the website of our Company at https://w3.accelva.com/wp-content/ uploads/2023/07/Eaual-Opportunitv-Policv-for-Rights-of-Persons-with-Disabilities.pdf.
5. Return to work and Retention rates of permanent employees and workers that took parental leave.
Gender
6. Is there a mechanism available to receive and redress grievances for the following categories of employees and workers Rs. If yes, give details of the mechanism in brief.
The Company's grievance resolution procedure is as follows:
a. Any grievance to be reported to either an HR official / immediate superior / Business Unit Head.
b. the HR official / immediate superior / Business Unit Head should meet the complainant on the same working day and record the grievance.
c. depending on the seriousness and consequences of the grievance, the concerned official has to decide on the resolution or further course of action as:
i. if the issue can be resolved by dialogue, the same must be done within 3 working days and must be documented with HR.
ii. if the issue requires intervention by a senior grade member or HR, a committee of three members (with at least one female representative) must be formed within 5 working days and the issue must be documented at all the levels of dialogue.
Hi. while investigating, the committee will follow principles of natural justice and provide opportunity to both sides to put forward their case and explanation/evidence.
iv. the decision of grievance handling committee shall be final and any action/reprimand will be commensurate to the offence.
7. Total Employees (A)Membership of employees and worker in association(s) or Unions recognised by the listed entity
The Company has not recognized any employees association(s) or Unions. The Company does not employ any workers.
8. Details of training given to employees and workers
Health & Safety Measures
Skill
Up gradation
Workers - Not Applicable
9. Details of performance and career development reviews of employees and workers
% (D/C)
10. Health and safety management system:
a. Whether an occupational health and safety management system has been implemented by the entity Rs. (Yes/ No). If yes, the coverage of such system Rs.
Yes, we have the required health & safety systems and equipment installed and placed in accessible locations in the facility premises (e.g., HVAC, fire system, wheelchairs, stretchers, basic first-aid kits, drinking water, indoor air quality, fire & safety training on emergency preparedness).
b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity Rs.
1) We perform indoor air quality testing once in every year,
2) We ensure use of R410 Gas in HVAC & VRF systems.
3) We have installed HAPA filters in AHU and carry out monthly cleaning of filters.
4) We have installed UV lights in HVAC system for destroying fungal bacteria.
5) We perform maintenance and servicing of electrical equipment and connections every month and electrical panels on yearly basis.
6) We perform hygiene of washrooms and reception every one hour.
7) We perform disinfections and cleaning of workstations done at close of working hours every day.
c. Whether you have processes for workers to report the work-related hazards and to remove themselves from such risks. (Y/N)
Yes, we have a process whereby employees inform the Facility team through email if they come across any work-related hazards.
d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services Rs. (Yes/ No)
Yes. Employees are covered by our Corporate Personal Accident Policy. We have created wellness room facility which can be used by employees if they are unwell. We assesses the employee and based on the situation, advise the employee to take immediate medical assistance and provide them with the required support.
11 Details of safety related incidents, in the following format:
We had zero safety incidents in current and previous Financial Year.
12 Describe the measures taken by the entity to ensure a safe and healthy workplace.
We prioritise the well-being of our people by providing a safe, secure and healthy workplace. We ensure regular management of wellness room and first aid kits, proper sanitization & hygiene of the floor, and conduct periodic water testing. During the reporting year there has been no work related reportable injury/ill-health.
13 Number of complaints on the following made by employees and workers
No complaints have been registered during current and previous Financial Year.
14. Assessments for the year
% of your plants and offices that were assessed (by entity or statutory authorities or third parties)*
Health and safety practices
Working Conditions
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks / concerns arising from assessments of health & safety practices and working conditions.
There were no safety related incidents or risk arising from assessments of health & safety practices and working conditions.
1. Does the entity extend any life insurance or any compensatory package in the event of death of Employees (Y/N)
2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain partners.
All legal compliances are reviewed as part of our vendor audits.
3. Provide the number of employees / workers having suffered high consequence work-related injury / ill-health / fatalities (as reported in Qll of Essential Indicators above), who have been rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment:
No employees have suffered high consequence work-related injury / ill-health / fatalities.
4. Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings resulting from retirement or termination of employment Rs.
Yes, we connect with employee well before retirement date to help plan retirement benefits like PF, Gratuity, Superannuating.
5. Details on assessment of value chain partners
We have not initiated the assessment of value chain partners.
6. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from assessments of health and safety practices and working conditions of value chain partners.
PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders
1. Describe the processes for identifying key stakeholder groups of the entity.
We have identified the key stakeholder groups based on their significance to our business. The Company always strives for the betterment of its stakeholders which include society, clients, partners, our employees, the shareholders, the Board of Directors, vendors, as well as environment.
2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group
Stakeholder Group
Vendors & Suppliers
Review daily/ weekly SLA's; resolve exceptions and other operational issues. Management - SLA & Service Performance Review, Senior Management Reporting, Change Management Items, Decisions on open items
Conduct Stakeholder workshops to understand goals / objectives, scope, key ideas / challenges / opportunities, and planned investments. Determine & review of the project along with previous / existing initiatives
R&T Agent communication
Regulators
Society at large
We attend events conducted by CSA, our implementation agency for CSR where we interact with children from vulnerable group. We have also visited the hospital of our other implementation agency-Sri Sathya Sai Health & Education Trust where children with congenital heart diseases are treated free of cost.
On going
By meeting the children, we try to understand the concerns of the children from vulnerable group so that we can address these concerns going forward.
1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to the Board.
Consultation with stakeholders on various topics is carried out by related departments of our Company who are responsible for stakeholders' engagement. The implementation agencies for CSR activities provide quarterly updates to the Board. The Board also receives the investor grievances during the quarter.
2. Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes / No). If so, provide details of instances as to how the input received from stakeholders on these topics were incorporated into policies and activities of the entity.
Yes, through engagement with the stakeholder groups, our Company has identified key focus areas for CSR initiatives.
3. Provide details of instances of engagement with, and actions are taken to, address the concerns of vulnerable / marginalized stakeholder groups.
Stakeholders for our CSR projects specifically feature as vulnerable / marginalized. Our CSR activities ensure that the beneficiaries of our projects are from the vulnerable / marginalized groups. We obtain regular feedback from our implementation agencies for CSR on the beneficiaries of our CSR activities.
PRINCIPLE 5: Businesses should respect & promote human rights.
Essential Indicators:
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity.
Other than permanent Employees
2. Details of minimum wages paid to employees and workers.
Equal to Minimum Wage
More Than Minimum Wage
% E/D
% F/D
Non
Workers
3. Details of remuneration / salary / wages, in the following format
Employees Other than BoD and KMP
Refer Annexure B to the Directors Report
**Annexure B to the Directors' Report includes ratio of remuneration of each director to the median remuneration of the employees and the percentage increase in the median remuneration of employees in the financial year.
4. Do you have focal point (Individual / Committee) responsible for addressing human rights impacts or issues caused or contributed to by the business Rs. (Y / N)
5. Details of internal mechanisms in place for the redressal of grievances related to human rights issues
a. Any grievance to be reported to either HR official / immediate superior / Function Unit Head.
b. The HR official / immediate superior / Function Unit Head should meet the complainant on the same working day and record the grievance.
c. Depending on the seriousness and consequences of the grievance, the concerned official decides on the resolution or further course of action as:
i. If the issue can be resolved by dialogue, the same has be done within 3 working days and has to be documented with HR.
ii. If the issue requires intervention by a senior grade member or HR, a committee of three members (with at least one female representative) has to be formed within 5 working days and the issue has to be documented at all the levels of dialogue.
iii. While investigating, the committee follows principles of natural justice and provides opportunity to both sides to put forward their case and explanation / evidence.
iv. The decision of grievance handling committee is final and any action / reprimand is commensurate to the offence.
6. Number of Complaints on the following made by employees and workers
Sexual
Harassment
Discrimination at Workplace
Child Labour
Forced Labour / Involuntary Labour
Wages
Other human rights related issue
7. Details of mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases
The complaints, if any, raised are investigated and handled with utmost fairness and confidentiality by the Internal Complaints Committee (ICC).
8. Do human rights requirements form part of your business agreements and contracts Rs. (Yes/No):
9. Assessments for the year
Forced Involuntary Labour
Sexual harassment
Discrimination at workplace
Others - please specify
10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 9 above
No significant risk identified.
1. Details of a business process being modified / introduced as a result of addressing human rights grievances / complaints.
Nil.
2. Details of the scope and coverage of any Human rights due diligence conducted.
We have incorporated human rights aspects into the due diligence process for on boarding any new vendor.
3. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016Rs.
4. Details on assessment of value chain partners
done with such partners) that were assessed
Ensured through incorporation of relevant contractual clauses in the agreement executed with the vendors.
5. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from the assessments at Question 4 above
Not applicable.
PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment.
1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format
Parameters
Total Electricity Consumption (A)
Total Fuel Consumption (B)
Energy Consumption Through other Sources (C) [in Giga Joules (GJ)]
Total Energy Consumption (A+B+C)
Energy intensity per rupee of turnover (Total energy consumption/ turnover in rupees)
Energy intensity (optional) - the relevant metric may be selected by the entity
Name of External Agency (if assessment is carried out by external agency): Assessment has not been carried out by external agency
Remarks (with regards to methodology, data compilation, calculation, etc):
2. Does the entity have any sites/facilities identified as Designated Consumers ("DCs") under the Performance, Achieve and Trade ("PAT") Scheme of the Government of IndiaRs. (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any. No.
3. Provide details of the following disclosures related to water.
Water Withdrawal by Source (in kilolitres)
(i) Surface Water
(ii) Ground Water
(iii) Third Party Water
(iv) Seawater/Desalinated Water
(v) Others
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v)
Total volume of water consumption (in kilolitres)
Water intensity per rupee of turnover
(Water consumed/turnover)
Water intensity ratio (optional) - the relevant metric may be selected by the entity [such as units of product production volume [such as metric tons, litres, or MWh), size (such as m2 floor space), number of full-time employees]
Name of External Agency (if assessment is carried out by external agency): Assessment has not been carried out by external agency.
4. Has the entity implemented a mechanism for Zero Liquid Discharge Rs. If yes, provide details of its coverage and implementation.
5. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
NOx
SOx
Particulate matter (PM)
Persistent organic pollutants (POP)
Volatile organic compounds (VOC)
Hazardous air pollutants (HAP)
Remarks (with regards to methodology, data compilation, calculation, etc): Not Applicable
6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity
Total Scope 1 emissions (Break-up of the GHG into C02, CH4, N20, HFCs, PFCs, SF6, NF3, if available)
Total Scope 2 emissions (Break-up of the GHG into C02, CH4, N20, HFCs, PFCs, SF6, NF3, if available. Also include emissions that are not physically controlled but result from intentional or unintentional releases of GHGs, such as equipment leakages, methane emissions.)
Total Scope 1 and Scope 2 emissions per rupee of turnover
Total Scope 1 and Scope 2 emission intensity
(optional) - the relevant metric may be selected by the entity [such as metric tons, litres, or MWh), size (such as m2 floor space), number of full-time employees]
Name of External Agency (if assessment is carried out by an external agency): Assessment has not been carried out by external agency
7. Does the entity have any project related to reducing Green House Gas emission Rs. If Yes, then provide details.
8. Provide details related to waste management by the entity
Total Waste generated (in metric tonnes)
Plastic waste (A)
E-waste (B)
Bio-medical waste (C)
Construction and demolition waste (D)
Battery waste (E)
Radioactive waste (F)
Other Hazardous waste. Please specify, if any. (G)
Other Non-hazardous waste generated (H). Please specify, if any. (Break-up by composition i.e. by materials relevant to the sector)
Total (A+B + C + D + E + F + G + H)
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric tonnes)
Category of waste
(i) Recycled
(ii) Re-used
(iii) Other recovery operations
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
(i) Incineration
(ii) Land filling
(iii) Other disposal operations
Remarks (with regards to methodology, data compilation, calculation, etc): N/A
9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes.
Segregation is carried out between dry waste and wet waste.
E-waste material is diligently handed over to authorized scrap vendors.
10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals / clearances are required, please specify details in the following format:
11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year:
12. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and rules there under (Y/N). If not, provide details of all such non-compliances, in the following format:
1. Provide break-up of the total energy consumed (in Joules or multiples) from renewable and non-renewable sources, in the following format:
From Renewable Sources
Total electricity consumption (A)
Total fuel consumption (B)
Energy consumption through other sources (C)
Total energy consumed from renewable sources (A+B+C)
From Non - Renewable Sources
Total electricity consumption (D)
Total fuel consumption (E)
Energy consumption through other sources (F)
Total energy consumed from non-renewable sources (D+E+F)
Name of External Agency (if assessment is carried out by external agency): Adani Electricity Mumbai Ltd.
2. Provide the following details related to water discharged
Water discharge by destination and level of treatment (in kilolitres
(i) To Surface water
- No treatment
- With treatment - specify level of treatment
(ii) To Groundwater
- With treatment - please specify level of treatment
(iii) To Seawater
(iv) Sent to third-parties
Total water discharged (in kilolitres)
Name of External Agency (if assessment is carried out by external agency): Embassy 247 Park, Vikhroli, Mumbai
3. Water withdrawal, consumption and discharge in areas of water stress (in kiloliters)
Water withdrawal by source (in kilolitres)
(i) Surface water
(ii) Groundwater
(iii) Third party water
(iv) Seawater / desalinated water
Total volume of water withdrawal (in kilolitres)
Water intensity per rupee of turnover (Water consumed/ turnover)
Water intensity (optional) - the relevant metric may be selected by the entity
Water discharge by destination and level of treatment (in kilolitres)
(i) Into Surface water
(ii) Into Groundwater
(iii) Into Seawater
Name of the Area: Vikhroli Mumbai, Maharashtra, India
Nature of Operations: Facility
4. Please provide details of total Scope 3 emissions & its intensity, in the following format:
Name of External Agency (if assessment is carried out by external agency): NA
Total Scope 3 emissions
(Break-up of the GHG into C02, CH4, N20, HFCs, PFCs, SF6, NF3, if available)
Total Scope 3 emissions per rupee of turnover
Total Scope 3 emission intensity (optional) - the relevant metric may be selected by the entity
5. With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above, provide details of significant direct & indirect impact of the entity on biodiversity in such areas along-with prevention and remediation activities.
6. If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same as well as outcome of such initiatives:
7. Does the entity have a business continuity and disaster management plan Rs. Give details in 100 words / web link.
We do have disaster recovery set up for all production environments as agreed with customers and internal stake holders.
Business Continuity Plan and Disaster Recovery drills are conducted regularly to check the effectiveness and preparedness.
8. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard.
9. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts
Nil
PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent
1 a. Number of affiliations with trade and industry chambers / associations - Nil
b. List the top 10 trade and industry chambers / associations (determined based on the total members of such body) the entity is a member of / affiliated to.
Sr. No. Name of the trade and industry chambers/ associations
3. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity, based on adverse orders from regulatory authorities.
There were no incidents pertaining to anti-competitive conduct by the Company.
1. Details of public policy positions advocated by the entity:
No, our Company does not engage in policy advocacy.
PRINCIPLE 8: Businesses should promote inclusive growth and equitable development Essential Indicators
1. Details of Social Impact Assessments ("SIA") of projects undertaken by the entity based on applicable laws, in the current financial year.
We have not carried our social impact assessment.
2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement ("R&R") is being undertaken by your entity
Our company has not undertaken ongoing rehabilitation and resettlement as this is not applicable to us being an IT company.
3. Describe the mechanisms to receive and redress the grievances of the community
Our Company implements CSR projects through implementing agencies. We attend events conducted by CSA, our implementation agency for CSR where we interact with children from vulnerable group. By meeting the children, we try to understand the concerns, if any, of the children from vulnerable group so that we can address these concerns.
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers
Directly sourced from MSMEs/ small producers
Not tracked
Sourced directly from within the district and neighbouring districts
1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference: Question 1 of Essential Indicators above):
2. Provide the following information on CSR projects undertaken by your entity in designated inspirational districts as identified by government bodies:
None
3. (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized /vulnerable groups Rs. (Yes/No)
(b) From which marginalized /vulnerable groups do you procure Rs.
(c) What percentage of total procurement (by value) does it constitute Rs.
0%
4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial year), based on traditional knowledge:
5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved:
6. Details of beneficiaries of CSR Projects:
Sr. No. CSR Project
% Of beneficiaries from vulnerable and marginalized group
1 Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects. Project implemented through: Catalysts for Social Action
2 Providing free of cost treatment at its chain of hospitals to children having congenital heart diseases. Project implemented through: Sri Sathya Sai Health & Education Trust
PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner Essential Indicators
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback
Our Company provides and operates a 24 x 7 service desk (Help Desk) to act as the principal interface between our Company and the customer for all aspects of service support including:
Incident Management
Problem Management
Technical support
The first contact and updates are communicated via a method agreed with the customer at the time of initial contact, such as:
Telephone call;
Email; or
Ticketing tool
Service Desk remains the single point of contact for all incidents, problems or queries. Customers have a choice of escalating the matter to higher levels and contact higher level resources directly, if need be.
Our customer support/complaint and feedback, includes:
Receive, identify, log and rectify Incidents in accordance with the Service Levels
Allocate unique Trouble Ticket References to all calls which are received.
Escalate Incidents if they are not resolved within agreed times;
Prepare monthly statistics on Incidents for Service review meeting purposes; and
Co-operate with the Customer or Third Parties as appropriate in the resolution of incidents that may or may not be within the Service Boundary.
2. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about
3. Number of consumer complaints in respect of the following
4. Details of instances of product recalls on account of safety issues
5. Does the entity have a framework/ policy on cyber security and risks related to data privacy Rs. (Yes/No) If available, provide a web-link of the policy.
Yes, we take information security and privacy seriously and have implemented appropriate measures to safeguard both internal data and the data our customers entrust us with. To achieve this, we continue to maintain continuous adherence to global standards which demonstrates our ability to deliver solutions and services effectively and consistently to customers.
https://w3.accelva.com/wp-content/uploads/2023/07/Data-Privacv-Policv.pdf
6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action taken by regulatory authorities on safety of products / services:
1. Channels / platforms where information on products and services of the entity can be accessed (provide web link, if available).
w3.accelya.com
2. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.
3. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services.
We inform our customers in the event of any disruption/discontinuation of essential services via e-mails.
4. Does the entity display product information on the product over and above what is mandated as per local laws Rs. (Yes/No/Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products / services of the entity, significant locations of operation of the entity or the entity as a whole Rs. (Yes/No)
5. Provide the following information relating to data breaches:
a. Number of instances of data breaches along-with impact
b. Percentage of data breaches involving personally identifiable information of customers Nil
Conservation of Energy
The range of activities of your Company require minimal energy consumption and every endeavour has been made to ensure optimal utilization of energy and avoid wastage through automation and deployment of energy-efficient equipment.
Your Company takes adequate measures to reduce energy consumption by using efficient computer terminals and by using latest technology. The impact of these efforts has enhanced energy efficiency. As energy cost forms a very small part of total expenses, the financial impact of these measures is not material and measured.
Technology Absorption
Your Company, in its endeavour to obtain and deliver the best, adopts the best technology in the field, upgrades itself continuously.
Research and Development (R&D)
Your Company has a well-equipped Research and Development team carrying on research and development activities. The total expenditure incurred on Research and Development during the year 2022-23 was ^ 346.26 lakhs.
Foreign exchange earning and outgo
During the year 2022-23, the foreign exchange earnings stood at ^ 36,518.17 lakhs and foreign exchange outgo stood at ^ 4,536.33 lakhs.
(DIN: 03573375) Place: Mumbai Date: 27th July, 2023
(DIN: 08402010) Mumbai 27th July, 2023