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OWNERSHIP
Transparent ownership
Strict separation of ownership and the management.
Stockholders cannot legally vote by post or the internet and have to show up.
Informs stockholders of upcoming meetings sufficiently in advance to consider and execute their votes.
Maintains a comprehensive website and presents its financial statements according to multiple
accounting standards.
INDIVIDUALS (PROMOTERS
&FAMILIES) PUBLIC
INSTITUTIONS
SHAREHOLDING PATTERN
25,576,238
4.45
14,795,873
2.58
16,054,393
2.8
11,655,818
2.03
8,607,543
1.5
8,504,094
1.48
8,702,741
1.52
6,869,279
1.2
6,355,000
1.11
10
6,135,632
1.07
11
6,074,000
1.06
Total
119,330,611
20.78
As a % of
grand total
(A) + (B) + (C)
Narayana Murthy
2,379,672
0.41
Sudha N Murty
7,314,660
1.27
8,106,412
1.41
Rohan Murty
7,949,782
1.38
Nandan M Nilekani
8,345,870
1.45
Rohini Nilekani
7,501,174
1.31
Jahnavi Nilekani
1,665,791
0.29
Nihar Nilekani
1,665,810
0.29
S Gopalakris hnan
6,656,726
1.16
12,294,625
2.14
604,366
0.11
10
11
12
K Dines h
4,596,537
0.8
13
As ha Dines h
7,047,482
1.23
14
Divya Dines h
1,375,130
0.24
15
Deeks ha Dines h
1,375,130
0.24
16
S D Shibulal
2,469,711
0.43
17
2,711,044
0.47
18
Shruti Shibulal
3,671,924
0.64
19
Shreyas Shibulal
3,676,232
0.64
91,408,078
15.92
Total
66.36
70.49
71.62
67.96
Shareholding of Promoter
and Promoter Group
60
Public Shareholding
50
40
30
20
17.6
16.04
10
16.04
13.47
16.04
12.34
16.1
15.94
0
March'2011
March'2012
March'2013
March'2014
VOTING RIGHTS
At any general meeting, voting is by show of hands unless a poll is demanded by a shareholder or shareholders
present in person or by proxy holding at least 10% of the total shares entitled to vote on the resolution or by
those holding shares with an aggregate paid up capital of at least 50,000.
Upon a show of hands, every shareholder entitled to vote and present in person has one vote and, on a poll,
every shareholder entitled to vote and present in person or by proxy has voting rights in proportion to the paid up
capital held by such shareholders.
Ordinary resolutions may be passed by simple majority of those present and voting at any general meeting for
which the required period of notice has been given.
Special resolutions for matters such as amendments to the articles of association, commencement of a new line
of business, the waiver of preemptive rights for the issuance of any new shares and a reduction of share capital,
require that votes cast in favor of the resolution (whether by show of hands or on a poll) are not less than three
times the number of votes, if any, cast against the resolution by members so entitled and voting.
Holders of ADSs do not have the right to attend the shareholder meetings of Infosys. They may instruct the
Depositary to vote the Equity Shares underlying their ADSs.
CORPORATE GOVERNANCE
Corporate Social Responsibility
At Infosys, the distribution of wealth is as important as its legal and ethical creation.
Infosys Foundation
Established the Infosys Foundation in 1996 as a not-for-profit trust to support our social initiatives.
The Foundation supports programs and organizations devoted to the cause of the destitute, the rural
poor, the mentally challenged, and the economically disadvantaged sections of the society. The
Foundation also helps preserve certain cultural forms and dying arts of India.
Community service
Through Computers@Classrooms initiative launched in January 1999, it donated 2,567 computers to
various institutions across India.
Additionally, it has applied to the relevant authorities for permission to donate computers to
educational institutions on an ongoing basis in the future.
Infosys support to the endeavor of Microsoft Corporation continues to participate in this initiative by
donating relevant software.
Social commitment in education
Infosys' Education & Research group has the pride of anchoring the Infosys Extension Program (IEP),
which consists of the Infosys Fellowship Program, Rural Reach program, Catch Them Young and Train
the Trainer
CEO
Current CEO : Dr. VISHAL SIKKA
DATE of Appointment : JUNE 14,2014
Vishal Sikka up to $5.08 million in annual salary besides a stock
option of $2 million, he worked in SAP FOR 10 years before resiging
as CTO of the company.
Sikka will be paid an annual base salary of $900,000 and annual
variable pay of $4.18 million, total of $5.08million besides being
eligible to receive an annual stock option equal to $2 million in
value.
BOARD OF DIRECTORS
COMPENSATION
INFOSYS STATS
ADS PROGRAM
In March 1999, it issued 20,70,000 ADSs
(equivalent to 10,35,000 equity shares
of par value of Rs. 10 each) at US $34
per ADS under the American Depositary
Shares Program
Outside India
NSE
BSE
NYSE
Exchange code
INFY
INFY
INFY
Reuters code
INFY.NS
INFY.BO
INFY.K
Bloomberg code
INFO IS
INFO IB
INFY UN
ESOP PROGRAM
1993- Infosys introduced ESOP. It was the first Indian company to offer stock options to
employees the year it went public
68,600 shares reserved for allotment in preferential basis to employees of the company
and group company (only 10,3000 shares taken up).
Balance 13,07,200 shares along with 58,500 shares not taken up by employees were
issued to the public (all were taken up).
A total of 16,237 employees benefited until ESOPs were halted in July 2003.
Infosys pioneered the employee stock option programme (ESOP) in the country and famously made
thousands of its employees crorepatis and millionaires, has officially suspended its ESOP scheme.
Infosys's ESOP scheme was in the limelight because it made people ranging from company
chairman NR Narayana Murthy to his chauffeur and executive assistant millionaires many times
over.
MARKET REACTION TO
ACQUISITIONS
3 major acquisitions
McCamish-38 million
Lodestone-330 million
Portland(38.8 million) Recently, the day before Narayana Murthys
return, Infosys stocks went up by 3.32% though Sensex failed This is a
sign of people inside knowing well in advance of the move.
DIVIDEND DISTRIBUTION
Looking into the past data of 5 years, the company has
announced a minimum dividend payout of 200% and a
maximum of 800%
This shows that the company is quite cash rich and hence
going on dividend distribution spree.
Being an IT company (service based),
HC Tech
L
Mahindra
Mar-10
1,674
881
3,914
470
43
Mar-11
4,013
1,473
2,740
270
51
Mar-12
3,137
1,475
4,893
514
51
Mar-13
2,815
1,725
4,306
831
64
Mar-14
4,233
1,960
6,267
835
467
Mar-10
6,278
6,278
7,997
1674
25
0.27
0.21
Mar-11
7,480
7,480
5,907
4013
30
0.54
0.68
Mar-12
6,981
6,981
8,212
3137
37
0.45
0.38
Mar-13
7,960
7,960
9,478
2815
42
0.35
0.30
Mar-14
10,082
10,082
12,187
4233
63
0.42
0.35
BUYBACK
There has been no major buyback since the company went public
There have been rumours at different points of time and many analysts
have also suggested buyback as a good way to return to the
shareholders.
However it must be noted that the marginal investor in infosys are FIIs.
These are growth investors and if Infosys continues with giving high
dividends then these investors will start selling the stock. Giving high
dividends would signal lack of significant investment opportunities.
These investors would prefer the company to go for buyback.
RATIOS ANALYSIS
Infosys
Infosys
14,000
1.00
12,000
0.80
(Rs Cr)
10,000
8,000
FCFE
0.60
6,000
OCF
0.40
4,000
Dividends
DIV/FCFE
0.20
2,000
0.00
0
Mar-10 Mar-11 Mar-12 Mar-13 Mar-14
Mar-10
Mar-11
Mar-12
Mar-13
Mar-14
The DIV/FCFE, DIV OCF ratio has increased over the last few years. It suggest that they are returning more to investors in form
of dividends as there will be less investing opportunity. the current cash balance for this firm$4331 million
These investments have expanded its footprint globally and contributed to rapid increase in revenues .
These investments have provided a very high ROCE.
But demand has fallen in USA and Europe which are the main markets for Infosys . So the present investment
opportunities are less attractive .This can be seen from decreasing ROCE.
However demand is rising in China . So the pattern of investment may change in future.
Infosys has provided 25 % return on equity on average .
Infosys stock has a beta 0.64 . Considering risk free rate of 8% and market return of 15 % this implies a
required return of 12.5% on equity .
So Infosys as provided return far above that expected by investors. .
40.00%
35.00%
30.00%
25.00%
ROE
ROCE
20.00%
15.00%
10.00%
5.00%
0.00%
2006
2007
2008
2009
2010
2011
2012
2013
15.00%
10.00%
5.00%
0.00%
2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
FINANCIAL RATIOS
ASSET TURNOVER RATIO : Increasing from approx. 1 in 2010 to 1.13 at present
DAYS WORKING CAPITAL : Increasing from 123 to 170 . Very high for e.g.. Current value of TCS is 137
Days working cap
180.00
160.00
140.00
120.00
100.00
Days working cap
80.00
60.00
40.00
20.00
0.00
2006
2007
2008
2009
2010
2011
2012
2013
CONCLUSION
Infosys is having ample cash reserve.