Presentation 1 INFOSYS(2)

8/2/2019 Presentation 1 INFOSYS(2)

1/21

WINNING

EMPLOYEES

GROWING

INVESTORS

DELIGHTED

CUSTOMERS

TRUSTED

SUPPLIERS

SATISFIED

GOVERNMENT AND

REGULATORS

HAPPY

SOCIETY

Presented by :-Mahesh Parmar

Poonam UllalDivya Parmar

Deepak Sharma

Corporate Governance


2/21

Corporate Governance

Satyam Vada Dharmam Chara- Taittariya Upanishad

Forever speak thetruth and follow thedharma


3/21

Corporate GovernanceWhat is Governance?

Corporate Governance is the application of best managementpractices, Compliance of law in true letter and spirit and

adherence to ethical standards for effective management anddistribution of wealth and discharge of social responsibility for

sustainable development of all stakeholders.

-The Institute of Company Secretaries of India


4/21

Best Governed Companies

ICSI National Award for Excellence in CorporateGovernance


5/21

&


6/21

INTRODUCTION

Type : Public Company

Industry : IT Services, IT Consulting

Headquarters : Bengaluru, India

Area served : World Wide

Key People : N R Narayana Murthy(Chairman) & (Chief Mentor) , K. V. Kamath

(Chairman) S. Gopalakrishnan (Co-Chairman), S.D Shibulal ( CEO & MD )

Services : IT, Business consulting and Outsourcing services

Revenue : US $ 6.83 billion (Q3- 2012)

Employees : 145088 (Q4, 2011)

Divisions : Infosys BPO, Infosys China

Website : www.infosys.com

BSE : 2859.40 increase 12.80 (+ 0.45%) Face value ( Rs): 5.00

Market Cap ( Rs CR) : 164192.21 P/E : 22.07 EPS : 129.58Book Value ( Rs): 426.69


7/21

Achievements

Voted as the Best Managed Company in Asia.

Biggest exporters of Software.

First to follow the US Generally Accepted AccountingPrinciples before going for Nasdaq listing in 1991.

Championed Corporate Governance in India


8/21

CRISIL : CRISIL assigned CRISIL GVC Level 1 rating to Infosys. ThisGovernance and Value Creation (GVC) rating indicates capability to create wealth

for all our stakeholders while adopting sound corporate governance practices.ICRA : ICRA assigned CGR 1 rating to corporate governance practices ofInfosys. The rating of CGR 1 is the highest on ICRAs Corporate GovernanceRating (CGR) scale of CGR 1 to CGR 6. Infosys is the first company to beassigned the highest CGR by ICRA.TNS Survey : Ranked 1 in the category of Good reputation index

The financial transparency and disclosure standards of Infosys are the worldsbest.It is awarded First position in SAFA ( South Asian Federation of Accountants.)Best Presented Accounts Award 2004 in the Communication and InformationTechnology Sector based on the evaluation of the Annual Report of the company.

Best Annual report award from the Institute of Chartered Accountants of India forthe 10th successive year.Infosys topped the regional rankings for best Corporate Governance in AsiaMoneys Corporate Governance Poll.It has also received National award for Excellence in Corporate Governance fromthe Institute of Company Secretaries of India

Corporate Governance Ratings.


9/21

THE INFOSYS MODEL

A formal code of business conduct and ethics.

To be signed and adhered to by employees.

Action against any employee for violation is

taken seriously


10/21

Benefits of Good Corporate Governance

Having better access to external finance.

Lower costs of capital.

Improved company performance.

Higher firm valuation and share performance.

Reduced risk of corporate crises and scandals


11/21

Infosys had shown that increasing shareholder wealth and

safeguarding the interests of other stakeholders was not

incompatible.

Every non- executive director not only played an active role in

decision making, but also led or served on at least one of the three

( Nomination, Compensation, and Audit )

Infosys founders had set very high standards.

The founders only took salaries and dividends and derived no otherfinancial benefit from the company.

INFOSYS A BENCHMARK FOR

CORPORATE GOVERNANCE


12/21

Nandan M Niletani Managing Director, chief operating officer and

president of Infosys, said, The strengths are that we have been very

successful in creating a value based system with a very strong focus

on ethics .

Strong division between personal & professional funds etc.

Translated into brand equity , shareholder value etc.

We will keep looking at global best practices what the world is saying

on this front. We keep trying to improve to improve the way we manage to be on

par with it.

THE STRENGTHS' AND

WEAKNESSES OF ICG


13/21

Operate through branches worldwidehence only one legal entity / financials

Subsidiaries created only for business and

strategic reasons

Where the subsidiary requires a different strategy, culture, skill sets, cost structure, etc.

No material off-balance sheet items

Highest disclosure standards

The mantra is In case of doubt, disclose. Go beyond the statute.

Transparent reporting on all operating and financial metrics at the time of announcing results State of the art website with lots of useful information

Easy access to management / frequent investor interactions at conferences, roadshows, etc.

Full compliance with laws in all countries / regimes that we operate in

OPERATIONS AND DISCLOSURE

POLICIES


14/21

ETHICS AND CORPORATEGOVERNANCE

Deals with determination what is right'," fair,prior and just" in decisions and actions made thataffect stake holders.

It focuses on the business relationship withemployees, customers, stockholders, creditors,suppliers and member of the society in which it

operates.

Corporate ethics , is a matter of leadership.


15/21

Sexual Harassment at Infosys


16/21


17/21

Ethical steps taken by INFOSYS to overcomeHarassment

Narayana Murthy the then Chairman of the Company said to thepress that they have taken steps to strengthen out internal

processes and balances to handle similar situations.

Measures adopted by INFOSYS.

Strengthened grievance redressed procedures. Initiated training programs.

Broadened dissemination of information.

Conducted course on sexual harassment and

importance of gender sensitization.

Project Housekeeping- Launched internal project

to deal with unethical demeanor.


18/21

Suggested measures to tide over the crisis.

Notification of prohibition of sexual harassment at

workplace.

Penalize the offender.

Ensure pleasant workplace environment to women.

Redressal of time bound settlement of complaint. Establish strict policies and guidelines.

Measure performance on the basis of corporate ethics.

Initiating training programs regarding gender sensitivity.


19/21

Concluding remarks

By and large, Indian listed companies have been legallymandated to follow fairly strict standards of corporategovernance and disclosure

Comparisons will show that the standards are far strongerthan all Asian countries, and in general stronger than most

OECD countries Indian corporate sector regulators and companies have been

quick to incorporate some of the best international corporategovernance and disclosure practices

The need of the day is more training of directors, auditcommittee members and senior executives of companies

The challenge is to design and sustain a system that imbibesthe spirit of corporate governance and not merely the letterof the law


20/21

http://askville.amazon.com/Reka-Maximovitch%27s-motive-sexual-harassment/AnswerViewer.do?requestId=35143257

http://www.mid-day.com/news/2003/may/53238.htm

BIBLOGRAPHY

http://www.icmrindia.org/casestudies/catalogue/Business%20Ethics/BECG022.htm


21/21

Presentation 1 INFOSYS(2)

Documents

Transcript of Presentation 1 INFOSYS(2)