A PROPOSAL FOR ETHICAL PRACTICES AND CORPORATE GOVERNANCE PERSUED AT

SUBMITTED BY:
HETAL SHETH (2001) SAURABH MEHTA (2002) BHUMI SHAH (2017) [S.P.B PATEL ENGG.COLLEGE, MBA PROGRAMME] [MBA 4thsem-FINANCE]

SUBMITTED TO:
GUJARAT TECHNOLOGICAL UNIVERSITY

ABOUT THE COMPANY:

Infosys Limited (NASDAQ: INFY) was started in 1981 by seven people with US$ 250. Today, we are a global leader in the "next generation" of IT and consulting with revenues of US$ 6.825 billion (LTM Q3-FY12). Infosys defines designs and delivers technology-enabled business solutions for Global 2000 companies. Infosys also provides a complete range of services by leveraging our domain and business expertise and strategic alliances with leading technology providers. Our offerings span business and technology consulting, application services, systems integration, product engineering, custom software development, maintenance, reengineering, independent testing and validation services, IT infrastructure

services and business process outsourcing. Infosys pioneered the Global Delivery Model (GDM), which emerged as a disruptive force in the industry leading to the rise of offshore outsourcing. The GDM is based on the principle of taking work to the location where the best talent is available, where it makes the best economic sense, with the least amount of acceptable risk. Infosys has a global footprint with 64 offices and 68 development centers in US, India, China, Australia, Japan, Middle East, UK, Germany, France, Switzerland,

Netherlands, Poland, Canada and many other countries. Infosys and its subsidiaries have 145,088 employees as on December 31, 2011. Infosys takes pride in building strategic long-term client relationships. 97.4% of our revenues come from existing customers (Q3 FY 12).

Employees

Advanced technology

QUALITY

Diversifying Income

Corporate governance

Code of ethics for Finance professionals and whistle blower policy

Benefit of sharehloders Practices and procedures Valuebased management methodology

Benefit society at large Infosys foundation Social causes to aid destitute s

Business ethics

CSR

ETHICAL PRACTICES PURSUED BY INFOSYS

Innovative Products with Social Focus

1. Improving Business Productivity 2. Facilitating Community Healthcare 3. Enhancing web Accessibility 4. Green IT Solutions

Fostering talent for a Sustainable Future

In a fast growing organization such as ours, attracting and retaining the best talent is the most critical sustainability issue. Our employees also need to trust us and feel a sense of belonging in such a large company. To achieve this, we have established transparent and proactive employee engagement programs. We empower our employees by implementing measures to maximize productivity and quality, giving ample opportunities for career growth and providing job satisfaction.

Following measures are taken for the development of the employee:

1. Creating an equitable and inclusive work environment 2. Ensuring Equal Opportunity 3. Nurturing talent and competencies 4. Creating dynamic work-life policies 5. Family Matters Network 6. Infosys Womens Inclusivity Network (IWIN)

Promoting Employee Health and Wellness

The Health Assessment and Lifestyle Enrichment (HALE) program supports our healthcare policies at a global level. In Australia we have a unique practice of having a specialist available on call for ergonomics assessment in the work area. We also provide annual health checkups for all employees at our India-based locations. HALEs activities include : 1. HALE Tool 2. HALE Hotline 3. HALE leisure and fun events 4. HALE Health Week 5. HALE Safety Week

CORPORATE GOVERNANCE AT INFOSYS

 Corporate governance is about commitment to values and ethical business conduct. It is about how an organization is managed. This includes its corporate and other structures, its culture, policies and the manner in which it deals with various stakeholders. Accordingly, timely and accurate disclosure of information regarding the financial situation, performance, ownership and governance of the company is an important part of corporate governance. This improves public understanding of the structure, activities and policies of the organization. Consequently, the organization is able to attract investors, and enhance the trust and confidence of the stakeholders. Organization believes that sound corporate governance is critical to enhance and retain the trust of their stakeholders. Hence, they consistently seek to ensure that they attain their performance goals with integrity. The Board exercises its fiduciary responsibilities in the widest sense of the term. Their disclosures always seek to attain the best practices in international corporate governance. They also endeavor to enhance long-term shareholder value and respect minority rights in all business decisions. Over the years, The Board has developed corporate governance guidelines to help fulfill responsibility to various stakeholders. These guidelines ensure Board will have the necessary authority and practices in place, to review and evaluate our operations.

 CORPORATE GOVERNANCE RATING BY CRISIL

1. CRISIL:
CRISIL assigned us their highest rating, CRISIL GVC Level 1 This Governance and Value Creation (GVC) rating indicates our capability to create wealth for all our stakeholders while adopting sound corporate governance practices.

2. ICRA:
ICRA assigned CGR 1 rating to our corporate governance practices. The rating is the highest on ICRAs Corporate Governance Rating (CGR) scale of CGR 1 to CGR 6. We are the first company in India to be assigned the highest CGR by ICRA. The rating reflects our transparent shareholding pattern, sound Board practices, interactive decision- making process, high level of transparency and disclosures encompassing all important aspects of our operations, and our track record in investor servicing.

CONCLUSIVE REMARKS
By and large, Indian listed companies have been legally mandated to follow fairly strict standards of corporate governance and disclosure Comparisons will show that the standards are far stronger than 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 corporate governance and disclosure practices The need of the day is more training of directors, audit committee members and senior executives of companies The challenge is to design and sustain a system that imbibes the spirit of corporate governance and not merely the letter of the law.