2ebec1a9-c62e-4343-a994-10bb5a9c4860
2ebec1a9-c62e-4343-a994-10bb5a9c4860
2ebec1a9-c62e-4343-a994-10bb5a9c4860
Sub: Annual Report of the Company for the F.Y. 2022-23 along with the Notice
convening 35th Annual General Meeting
Pursuant to Regulation 30 and 34(1) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, we enclose herewith Annual Report for the financial year
2022-2023 along with the notice of the 35th Annual General Meeting (AGM) of the Company
scheduled on Monday, 07th August 2023 at 04:00 p.m. (IST) through Video Conferencing
(VC) / Other Audio Visual Means (OAVM). The said documents will also be available on the
website of the company at www.camsonline.com.
In compliance with the MCA Circulars and SEBI Circulars, the AGM of the members of the
Company is being held through VC / OAVM. The Notice of the 35th Annual General Meeting
and Annual Report for FY 22-23 are being sent only by email to the registered email addresses
of the shareholders of the Company.
The Company has appointed Mrs. B Chandra, Partner, M/s. B Chandra & Associates,
Practicing Company Secretaries (CP No: 7859), as the Scrutinizer for the e-voting process
(Remote e-voting and e-voting on AGM Day). With reference to the above, the key details are
provided below for the information of Shareholders:
Sl. No. Particulars Event Dates
1. Date of Annual General Meeting Monday, 07th August 2023
2. Time of Annual General Meeting 04:00 p.m. (IST)
3. Mode of Annual General Meeting Video Conferencing (VC) / Other
Audio-Visual Means (OAVM)
4. Record Date for Final Dividend August 15, 2023
5. Cut Off Date for eligibility in Remote e-Voting July 31, 2023
6. The remote e-voting period will Wednesday, August 02, 2023 at
commence on 09.00 A.M. (IST)
7. The remote e-voting period will end on Saturday, August 05, 2023 at
05.00 P.M. (IST)
Thanking you,
Yours faithfully,
For Computer Age Management Services Limited
Digitally signed by Manikandan
Manikandan Gopalakrishnan
DN: cn=Manikandan
Gopalakrishnan c=IN o=Personal
Gopalakrishn Reason: I am approving this
document
an Location:
Date: 2023-07-13 17:13+05:30
G Manikandan
Company Secretary and Compliance Officer
Nurturing
Innovation
Catalysing
Value Creation
Expanding
Frontiers
57 STATUTORY REPORTS
57 Notice
CAMS Financial Information Services Private Limited and
Fintuple Technologies Private Limited.
72 Board’s Report
Board Assurance
96 Corporate Governance Report The Board of Directors and the management team of CAMS
116 Management Discussion and Analysis have collaborated in the report’s preparation and accept
responsibility for its accuracy. To their best knowledge and
122 Business Responsibility & Sustainability Reporting
understanding, they believe that the report covers all material
topics and provides a fair and unbiased representation of the
Company’s performance and outlook.
148 FINANCIAL STATEMENTS
148 Independent Auditors’ Report on Standalone
Financial Statements Please find our online version at:
https://www.camsonline.com/about-cams/
158 Standalone Financial Statements
shareholder-relations/annual-report
215 Independent Auditors’ Report on Consolidated
Financial Statements Or simply scan to download
We have taken the big leap to evolve into a technology With our commitment to innovation and focus on
product company. We are imagining and designing every expanding horizons, we are confident of creating immense
component of delivery in a product manner. Analytics, value for all our stakeholders and continue to be a leader
artificial intelligence, cloud and blockchain are being in the industry.
mainstreamed across all solutions. It is enabling us to
deliver unmatched value propositions while catalysing our
value creation.
Computer Age Management Services Limited
About CAMS
Our excellence is defined in the ability to deliver exceptional end-to-end services across MF value chain
and other asset classes. Our domain knowledge of India’s financial markets and process excellence
combined with our pioneering technology platforms and innovation capabilities, ensures these
unparalleled capabilities.
We have also leveraged our expertise to provide services in electronic payments, KYC and NPS
registration, insurance repository services and account aggregation to bring the world of finance at
fingertips. We continue to innovate and reimagine using next generation technologies to make business
processes seamless and deliver best-in-class customer service.
Our
BE PASSIONATE Values DELIGHT
ABOUT
CUSTOMERS
PERFORMANCE
ISO
SEBI AMFI The certification for
SEBI regulated Exclusive service BCP to be included:
since 1993 partner since 2002 ISO 27001:2013
Classified as QRTA for intermediary ISO 9001:2015
(Qualified RTA) governance services ISO 22301:2019
SOC1, SOC2
02
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Organisational structure
100% 100%
Think Analytics Consultancy Think360 AI, Inc.
Services Private Limited
% of
Shareholding
Promoter – 19.92
Foreign Portfolio Investor – 35.00
Mutual Fund – 3.84
Alternate Investment Funds – 1.52
Individuals – 19.22
Financial Institutions / Banks – 0.56
Insurance Companies – 6.94
Others – 13
03
Computer Age Management Services Limited
India’s Serving 10 of
largest 15 largest MFs 61%
We are a trusted partner to Share in new
Registrar and Transfer Agent
ten of the 15 largest (based on SIP registrations
(RTA) of MFs with 69%
AAuM) MFs in India, including
market share in AAuM
all the four largest funds
April 5, 2022 to its client roster and is set to expand its footprint as
Investment in Fintuple Technologies Private Limited. the gateway connecting the digitally savvy consumers to
The Company made a strategic investment in Fintuple digitally enabled manufacturers and providers, via APIs.
by way of a primary and secondary acquisition
amounting to 51% of the diluted total paid-up share
capital in the form of Equity Shares. Founded in 2018,
April 26, 2022
Fintuple is a new-age start-up which has launched Agreement with Zerodha for acting as the Registrar
niche technology offerings in the areas of client digital and Transfer Agent (RTA) services – The Company has
on-boarding, eKYC, fund reports, and other support been appointed by Zerodha Asset Management Private
digital solutions for AIF and PMS. In a short span, Limited (“Zerodha”) as their Registrar and Transfer Agent
Fintuple has added marquee AIF brands and Banks for their proposed Mutual Fund business.
04
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
05
Computer Age Management Services Limited
December 18, 2022 been offering personalised payment options under the
CAMS and IIT Madras launch Fintech Innovation Lab. brand name CAMSPay to meet different use cases for
The lab is part of the CAMS CSR initiative to focus on Mutual Fund investors and Insurance policyholders
ushering innovation & unravelling unique possibilities for over a decade. CAMSPay has been an integral
in the Fintech space and aims to be a world-class payments partner supporting Mutual Fund investors,
hub for research and applied technologies in financial Insurance policyholders and Loan borrowers for over
technology space. a decade in enabling them move from paper-based
mandate process to offering digital payment solutions.
The Fintech Innovation Lab at IIT-M will develop The in-principle authorisation from RBI to operate
research-based decision support systems to financial as a Payment Aggregator will widen the scope and
market players using fintech. The lab will see coverage of CAMSPay.
development of hi-tech solutions addressing the needs
of the BFSI sector and will help develop Innovative Fin
Tech models to drive Financial Inclusion. The lab will March 1, 2023
establish an exclusive R&D Cell to focus upon research CAMS Wins LACP Vision Platinum Award for its
leading to patents and developing algorithms for the Integrated Annual Report FY 2021-22 The report has
broader use by capital markets and BFSI sector. been ranked 15th among top 100 reports worldwide
and has been given the additional honours of “Top 100
Ms. Nirmala Sitharaman, Hon’ble Union Finance Report Worldwide” and “Best Report Cover Worldwide”.
Minister, inaugurated the lab at the IIT-M CSR Summit
themed “CSR towards Technologies for a better
tomorrow” on December 18, 2022 in the presence of March 5, 2023
IIT Director, professors, students and leadership teams CAMS has entered into definitive agreements
from over 40 corporate houses associated with IIT-M. with the founders of Think Analytics India Private
Limited (“TAIPL”) and with TAIPL to make a strategic
The lab will establish an exclusive R&D Cell to focus investment in TAIPL by way of a secondary acquisition
upon research leading to patents and developing amounting to 55.42% of the total paid-up share capital
algorithms for the broader use by Capital market players subject to the conditions set out in the definitive
and the BFSI sector. agreements referred above (“Transaction”).
06
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
27.3
353.70
25.4
298.60
20.0
18.1
214.80
15.4
200.50
14.9
13.2
12.4
158.20
72.91
152.70
68.69
11.4
10.1
6.8
6.7
465.7
415.9
71,047
328.1
323.4
58,693
54,744
Scale of delivery
07
Computer Age Management Services Limited
Alternative Investment Fund (AIF) Services & Portfolio Management Services (PMS)
Our optimism in the business is driven by strong growth Digital on-boarding platform CAMS WealthServ
witnessed in the AIF and PMS space with number of witnessed significant traction with more than
SEBI registered funds rising from 649 in March 2020 to 60 enterprise sign-ups since launch
1,044 in December 2022. Besides, the segment also Signed up nine clients in newly operationalised
offers potential for higher margins with customer willing GIFT City
to pay premium for better experiences.
08
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
09
Computer Age Management Services Limited
The Company provides account aggregator (AA) services Key developments FY23
to banks, NBFCs and investment advisors amongst
others, through CAMSfinserv, which has developed a Won 60 + FIU /FIP mandates
robust aggregator platform. It acts as a single platform CAMSfinserv android app well-received crossing
for consent-based financial asset data aggregation and 15,000 downloads to become the most downloaded
sharing, and gives a unified view of all assets. It further AA app
facilitates in sharing specific financial information of user
in an encrypted manner. Running on Microsoft Azure Undertook several targeted customer engagement
cloud platform, it ensures uptime and speed of delivery, events ‘Reimagine Wealth Management’ across
and benefits from Microsoft’s industry-aligned solutions Mumbai, Delhi and Bengaluru to showcase various
and R&D capabilities. It further integrates Microsoft’s use cases, their potential and build deal pipelines
security suite, adhering to the regulator’s stringent
18 banks and one life insurance company live as FIP
privacy, security, and data delivery standards.
Assisting go-to-market of high-volume, cash
Account aggregation is expected to witness significant flow‑based lending use cases using GST data which
growth given the huge data volumes across diverse have become popular
industries like banking, insurance, pension and MF who
have agreed for integration journey. Besides, there will
also be scope for associated services like analytics
and personal finance management. Our unique value
proposition of coupling own digital solutions along with
core AA offering has been well-received in the market,
contributing to sign-ups with several marque clients.
10
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
CAMS CRA
eNPS Registrations
We started the business in FY22, with the launch of Key developments FY23
industry first CRA platform on cloud in March 2022 to
simplify customer journeys for eNPS. The platform and Witnessing subscriber addition through eNPS as well
API stack has also been extended for point of presence as through six POP retail linkages that went live
(POP), to allow retail traffic on their website to use our 9.7 lakh visitors on CAMS NPS website
platform for registrations. We further offer innovative
More than 3k subscribers registered under PoP
features like using eKYC data to onboard pension
customers and UPI-based bank account verification
which are driving differentiation.
11
Computer Age Management Services Limited
CAMSPay is an integral payments partner offering payment solutions include UPI, UPI AutoPay, net
personalised digital payment solutions for MF investors, banking, eSign Mandate and InstaNACH. The business
insurance policyholders and loan borrowers for over a is witnessing momentum supported by rapid strides
decade. We manage mandated transactions, including made in the UPI (essentially P2P led). We are though
registering of mandates, initiation of collections, focussed on UPI Autopay to ride this wave instead of
reconciliation and the related reporting services for UPI which is on zero-commission model.
MFs, Insurance Companies and NBFCs. Our diverse
12
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Software Solutions
(through subsidiary SSPL)
The development centre for CAMS and clients Key developments FY23
technology requirements bringing deep domain
Expanded into multi-specialisation areas under BFSI
specialisation in FS segment.
domain to provide technology solutions including
NPS, Recon platform, PMS for HNI clients, AA and
loan against MF
Created a TSP solution for the ease of the FIU
customers in the AA platform
13
Computer Age Management Services Limited
Chairman’s Message
Dear Stakeholders,
I am happy to address you as part of increased both on the revenue side start-up entities viz. Fintuple and
the Annual Report of CAMS for FY23 at and in launching market relevant Think360 AI. Integration of their
a time when the world has almost come technology. There has also been products with the services of CAMS is
out of the Pandemic. The year also significant progress as Account underway and this will assist CAMS in
witnessed the capital markets weighing- Aggregator and TSP combination, building overall market reach and drive
in the impact of various macroeconomic onboarding several marquee banks, innovation. The product and solution
events including the Russia-Ukraine broking houses, NBFCs and wealth suite of Think360 AI is a great fit to
war, high inflation, and reports of China platforms. The Insurance Repository the Account Aggregator offerings of
Covid surge. Despite the global volatility business saw improved traction CAMS, and this will help the Company
and slowdown, the Indian MF Industry and the number of eInsurance to solidify its position as a digital public
remained resilient, particularly with accounts that is being opened was infrastructure. This acquisition will also
retail investor participation. on a continuous increase. The CRA further drive CAMS’ vision of providing
CAMS retained its performance levels operations completed the first full year technologically superior products in the
and continued to make significant of operations during the year and analytics space.
progress in operational excellence and eNPS clocked a double-digit market
On behalf of the Board of CAMS,
customer satisfaction. It successfully share and PoP modules went live.
I would like to thank investors,
managed multiple large New Fund MFCentral, India’s first industry-wide intermediaries and all the customers
Offers for Mutual Fund houses all-in-one investment management who avail our services for making us the
smoothly and efficiently. It has also platform which was launched last industry leader. My heartfelt gratitude
geared up to meet the increased year along with other RTA has seen to all the employees of CAMS Group
requirements of the MF industry due increased utilisation by the investors. for their commitment to excel and hard
to the growing volumes. It has been The payments business carried on by work which has enabled the Company
making significant investments in the Company has become a regulated to retain its leadership position. I would
enhancing its operational capabilities, business and the Company has also like to thank our shareholders
cyber security features and received the in-principle approval from who have reposed their faith in us and
technological innovations. Reserve Bank of India for carrying out the Directors on the Board for their
the business as a Payment Aggregator. support and active participation in the
The Company continued to focus on
its growth through multiple avenues. It As part of its efforts to increase its governance of the Company.
has been appointed as the Registrar Non Mutual Fund revenue and for Warm Regards,
and Transfer Agent for Helios and improving its presence in new edge
Navi Mutual fund. The momentum in technology platforms, CAMS has Dinesh Kumar Mehrotra
the Alternatives platform and services acquired a controlling stake in two Chairman
14
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
MD’s Message
Dear Shareholders,
I am pleased to present the Annual Customer Satisfaction SIP registration momentum kept
report for FY23. The year has been The Company’s philosophy as pace to the positive sentiment to
satisfying with the MF Industry posting a reflected in its mission statement – record in excess of 15 million new
positive increase despite the headwinds ‘Our Mission… Your Growth’ – mirrors registrations during FY23. CAMS
of global volatility, inflationary trends serviced Funds garnered 71% of the
our core value of serving customers,
and rising interest rates. Mutual Funds NFO collections and supported new
including investors, intermediaries,
continued to be a preferred choice MF folios to touch 13 million during
clients, employees, and every other
of retail investors and recorded new the year. We maintained our strong
stakeholder. This mindset that drives
highs in the asset base. Enabling the focus on operational excellence for the
our service efficiency has invoked
business growth of MF Industry is core long term with continued investments
deep appreciation from our customers.
to CAMS’ value proposition. Its support in technology and people. CAMS
The recent customer satisfaction
for the industry is engineered through operations, technology, intermediaries’
survey showed a response of 96.1%
superior technology, solutions for new support, digital enablers, customer
of the respondents stating it as very
products, development of new services service and front offices stretched
satisfied/satisfied. More than 40K
and creation of brand-new digital every sinew to ensure high service
conveniences apart from others. We also investors who utilised multiple modes
delivery for these staggering volumes.
made significant strides in other business of touchpoints offered by CAMS
verticals and built momentum in the new responded to the survey.
Milestone events such as Transition of
businesses. It’s a privilege to share the L & T Mutual Fund’s assets to HSBC
key highlights of the year with you. Operational Excellence
MF, change of control of IDFC MF to
Mutual Funds
Bandhan MF and onboarding of NAVI
Financial Performance FY23 marched ahead to see month- Mutual Fund were carried out smoothly
During FY23, the consolidated on-month increase in volumes as without any investor inconvenience.
revenue of the Company was ` 971.83 retail investor participation remained
Crore which was a 6.8% increase steady on the back of their confidence Firmly focussed on client
over the previous year. The PBT in the capital markets and in Mutual convenience, we have used
at ` 380.19 Crore marginally down Funds in particular. Transaction technology and innovatively evolved
by 0.6% compared to the previous volumes scaled to nearly 39 million smart strategies for investor
year. Dividend of 375% inclusive of monthly transactions, catapulting satisfaction. Many of the technology-
the final dividend to be approved by the annual transaction volume to based initiatives that went live during
the shareholders was recommended 466 million, a 12% increase over the the year, enabled the Company to
during the year. previous year. improve its delivery standards.
15
Computer Age Management Services Limited
Technology & Cybersecurity CAMS Wealthserv for AIF and PMS is in the process of launching analytical
Adoption of cloud native technology launched in 2021 continued with its solutions suitable for use with the
increased during the year including dream run this year with more than Account Aggregator framework.
hosting of the NPS - CRA platform (the 50 clients signing up for the solution.
first one in the NPS ecosystem) which We, continue to expand our footprint in Recon DynamiX
won commendation as Exemplar GIFT City with 6 AIFs being serviced CAMS Recon DynamiX, an industry
from NASSCOM. Leveraging AI and out of the CAMS branch in the IFSC. agnostic solution, is a robust and
modern API capabilities, we have powerful tool that automates the
Account Aggregator (AA)
transformed business processes such reconciliation process to produce
as reconciliation, customer service AA platform continues to receive high quality and accurate financial
and KYC to enhance customer support from government and statements. Built on the cloud and
convenience and reduce risk. regulators in emerging as a unified imbued with an ability to integrate
financial data sharing platform for with other company systems, CAMS
Cyber-security industry is facing rapid consumers. All large PSU Banks Recon DynamiX is a unique and
advancements because of increased have signed up with AAs. On capital
reconciliation technology solution that
malware attacks across the world. markets, SEBI has issued guidelines
will give users a consistent experience
As the threat landscape continues to to AMCs to Go Live as FIPs through
with single – sign on, without having
grow and is ever changing, CAMS has respective RTAs. Akin to SEBI, PFRDA
to switch between multiple systems.
taken significant actions to improve has issued mandate to all CRAs to
Organisations will gain a global view of
the maturity of the security baseline be live in AA ecosystem. Insurance
the entire recon process with the ability
across the enterprise systems. We Regulatory & Development Authority
to monitor frauds and inaccuracies.
implemented CIS Security baselines / too has written to all insurance
companies to be live in AA ecosystem We have commenced deployment
controls to cloud workloads operating of Recon DynamiX for Insurance
across multiple platforms and and we are seeing traction from all
Insurance companies including private Companies & Mutual Funds’ Asset
improved the overall score to 4.74 out
and PSU insurance companies on both side reconciliation PMS. There is wide-
of 5.0. Security controls across cloud
Life & GI space for onboarding as FIPs spread interest for the platform from
workloads were enabled and hardened
& FIUs (Financial Information Users). across sectors.
as per industry best practices and
continuous monitoring is in place. We Insurance Repository
The AA ecosystem continues to see
continue to sustain BitSight score
expansion in the use cases for which Our dominant position in Insurance
of 800, which is at Advanced level,
FIUs are creating user journeys for Repository space with 5 million
ensuring all existing and new web-
taking customer consent. CAMS eInsurance policies is opening new
based applications and interfaces meet
is taking the lead among AAs to vistas and opportunities. CAMS Rep
the rigorous and heightening standards
evangelise about this path breaking has embarked on an ambitious project
of BitSight.
initiative. – Reimagine - to build a platform that
Beyond Mutual Funds allows policyholders to understand and
Acquisitions access all their policy benefits through
We made significant progress in our
CAMS deepened its digital footprint single window. Our most recent efforts
businesses beyond Mutual Funds as
in the AIF ecosystem and Artificial include the launch of the following:
highlighted below:
Intelligence spaces with the acquisition
of controlling stakes in Fintuple Digital Policy Platform - Instant
AIF and PMS policy conversion to electronic
Technologies and Think Analytics.
Our market leadership in the Fintuple is a new-age start-up that has forms
Alternative Investment Fund (AIF) launched niche technology offerings Insta eIA - Real-time creation of an
and Portfolio Management Services in the areas of digital on-boarding e-Insurance account
(PMS) services space further solidified of clients, KYC, fund data, fact
during the year. We now cater to sheets and analysis and other digital Digital Loan Assignment Platform -
130 fund houses (375+ schemes support solutions for AIFs, PMS and Digitising the entire loan policy
across investor servicing and fund Custodians. Think Analytics, offers assignment process, bridging the
accounting services) and service over Software as a Service (SaaS) based current gap between financiers,
` 1,50,000 Crore AuM. Our feature products and data science services to insurance companies, and
rich digital onboarding solution – its customers in India and abroad and policyholders
16
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
With IIT Madras launched Fintech Innovation Lab to focus on ushering innovation &
unravelling unique possibilities in the Fintech. This aims to be a world-class hub for research
and applied technologies in financial technology space. The lab will see development of
hi-tech solutions addressing the needs of the BFSI sector and will help develop Innovative
Fin Tech models to drive Financial Inclusion.
Deep contact tracing solution for the company was formed, and the unfold as capital market players and
unclaimed processing using AI and Board also approved the ESG Policy the larger financial services segment
new gen technology of the company. CAMS continued to onboard the platform and participants
focus on the areas of Education and begin to derive business benefits.
CAMSPay Health care across the country as part CAMSPay’s differentiated payment
The company received the in-principle of its CSR activities. It also continued solution stack is tuned to payment
approval from RBI to operate as a its efforts towards the environment needs of financial services industry.
Payment Aggregator in February 2023. conservation. The company operating as financial
The business is witnessing higher technology infrastructure and offering
level of market growth thanks to the CAMS also partnered with IIT – niche technology products is well
rapid strides made by UPI. CAMSPay Madras for setting up and running positioned to serve the larger capital
is betting on UPI Autopay to ride this three Rural Technology Centres in markets and the BFSI segment and
wave as compared to expanding Tiruvallur District of Tamilnadu. The capitalise on these fast-growing
on UPI since it is currently on a centres work with local high / higher sectors.
zero-commission model. CAMSPay secondary schools and colleges and
growth has aligned with market the services are entirely free to the In conclusion
trends on focussed segments with students. CAMS is also setting up the On this positive note, I thank all of you
the introduction of new-age payment “CAMS - IIT (M) Fintech Innovation for the continued support and trust
methods like UPI AutoPay, Paybylink, Lab (CIFIL)” – a world-class hub for in the Company. I am grateful for the
mobile app for seamless recurring research and applied technologies contribution and guidance provided
payments and QR based payments. in financial technology. The initiative by the Board to help us stride through
is part of the CAMS CSR initiative this year of opportunity and honour
Central Record Keeping Agency to focus on ushering innovation our commitments to the various
Services and unravelling unique possibilities stakeholders we serve. CAMS has
in the Fintech space. Ms. Nirmala also benefited from the guidance and
CAMS CRA successfully launched
Sitharaman, Hon’ble Union Finance responsive support of the Regulators
NPS operations as a Central Record
Minister, inaugurated the lab in for which I am thankful.
Keeping Agency (CRA) in March
December 2022.
2022. CAMS aim to build the best and
forward-looking solution for partners The efforts of CAMS to enhance the
Outlook technology-based solution offerings
and subscribers has led to many firsts
in the industry. These include cloud The MF and Alternatives industry has for the clients will continue. With our
hosting, comprehensive API stack for grown exponentially and is expected range of innovative and differentiated
subscriber onboarding and servicing, to continue the growth momentum services and products, backed by
multiple KYC options for registration, due to declining attractiveness of hard powerful technological and digital
customised process flows to meet assets and increasing preference support systems and a committed
the business partners’ requirements. of financial assets across customer workforce, I remain confident of our
CAMSNPS platform for the PoPs segments. With international investors’ ability to serve our clients and continue
and Corporates have been made preference for India in Asian market to create impact for them.
operational. A complete bouquet of and an enabling regulatory framework,
services and onboarding options are the asset management industry is on Sincerely,
being offered. a strong foundation to scale. As the Anuj Kumar
leading platform and services partner Managing Director
Focus on ESG and CSR to this segment we are prepared to
support this growth. Momentum in
During FY23, a Board level committee
the Account Aggregator arena will
for overseeing the ESG initiatives of
17
Computer Age Management Services Limited
` 58.26 ` 37.75
Earnings per share Dividend paid per share
18
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
` 6,37,64,260 6,500+
Consolidated CSR spend CSR beneficiaries
2.50 GJ 9,38,02,080 kl
Energy consumption Water consumed
Focus on digital
transaction
eliminating use
of paper.
19
Computer Age Management Services Limited
Business model
• 5 call centres
Software Solutions
• 729 call centre employees Business
• ` 807 million capex for land building, improvements in
property, furniture and office equipment
Account Aggregator
Social and Relationship
World-class,
difficult to replicate Integrated and
• Robust digital infrastructure to reduce travel, customised portfolio
technology-
Natural
20
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Financial
(After eliminating Non-controlling interest)
• ` 4,822 million cash and cash equivalents
• ` 58.26 EPS
• ` 1,848.34 million dividend
• ` 9,95,501 million market capitalisation
• NIL Net Debt
• 17 MF clients
• 57.4 mn live investor folios
• 96% customers highly satisfied
• 6,500+ CSR beneficiaries
• ` 22,442.32 lakh direct and indirect taxes paid
`
Deep domain • Digital services resulting in paperless transactions
Service centres,
knowledge of
call centres and • Robust digital infrastructure to reduce travel, paper
Natural
MF investors
back offices consumption and energy usage
and business
• Sustained efforts to reduce waste and water and
energy consumption
• 100% e-waste disposed as per regulation
21
Computer Age Management Services Limited
Strategy
Our strategy
1. • Leveraged digital platforms myCAMS, edge360 • Take the recently onboarded mutual funds like
and MFCentral to digitise and enhance MF Zerodha and Helios live
Consolidate transaction journey
core MF RTA • Continue to aggressively pursue new client wins
• Maintained track record of CAMS serviced clients from new MF applicants
business
growing faster than the industry
• Foray into adjacencies for our clients like data
• Expanded product suite for MFs to new areas
analytics and AI
(i.e. Wincentive, Vision, UPI and APIs for AMCs
and intermediaries) • Support the growth for our clients through new
• Successfully onboarded three new MF Clients technology and digital solutions
2. AIF AIF
Build new • Strengthen the offering for the industry using • AIF will continue to be a focus area in FY24
business of AIF, the expertise of Fintuple Technologies acquired • Continue augmenting our digital solutions to
NPS, Insurance during the year improve the customer experience in this industry
repository • Strengthened onboarding supported by Fintuple, • We will expand our offering suite with new services
and Account WealthServ digital onboarding and existing and to new segments/geographies
Aggregator operations
NPS
• Operationalised GIFT City operations
• We will continue to augment our product offering
NPS in this business with new offerings like mobile app,
NPS Lite etc.
• Leveraged the cloud-based CRA platform to
enable seamless registrations • Remain focussed on providing superior customer
experience with best-in-class C-SAT scores
• Extended to point of presence
• Targeting pension customers and UPI-based bank
account verification
3. Implemented measures for cultural change in line with The company will evolve into a technology product
transformation into a technology product company company with Analytics, artificial intelligence, cloud and
Invest in blockchain across all solutions.
reinforcing
technology edge
22
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Stakeholder engagement
Mode of engagement
Corporate reporting, business meetings
Clients
(MF/AIF/PMS/financial
Their needs and expectation
institutions)
• Sophisticated technology for cost efficiency and seamless operations
Quality of relations:
• Regulatory compliance in dynamic environment
• Responsible practices and excellent customer services for enhancing
Falling short Excellent brand credibility
• Trustworthy relationship
• Data protection and cyber security
Company response
• Launched new technology-led products in line with regulatory
developments
• Ensured completion of transactions within defined timelines
• No instances of cybersecurity attacks or data breaches
23
Computer Age Management Services Limited
Mode of engagement
Service centres / call centres, omni channel support (telephone, website,
email, app, chatbot, postal communication), customer satisfaction surveys,
Customers
digital and social media activities, investor connect programmes
(mutual fund investors,
insurance policy holders,
Their needs and expectation
NPS subscribers, customers
of financial institutions) • Ease and convenience of transactions across diverse platform
Mode of engagement
Investor / analysts meets and dialogue, press releases and results
Shareholders / Investors conference calls, annual general meeting, website, media releases
Quality of relations:
Their needs and expectation
• Sustainable profit, dividends and capital appreciation
• Financial prudence and robust balance sheet position
Falling short Excellent
• Transparent and timely reporting with disclosure of material matters
• Strategy for long-term growth
• Robust enterprise risk management
Company response
• Focussed on enhancing non-MF revenue, especially in areas having
long-term potential
• Strategic acquisitions made to strengthen competencies
24
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Mode of engagement
Open dialogue culture, personal reviews, surveys, townhall meetings,
Employees employee portal, wellness and engagement initiatives
Company response
• Running multiple learning and development programmes to support
career growth and drive leadership development
• Providing forum to express views and engage
• Supporting women to re-join work post sabbatical
Mode of engagement
Dialogue over phone and digital medium, media publications, distributor
connect programmes
Distributors
Their needs and expectation
Quality of relations: • Innovative technology platforms
• Availability of IT systems
Falling short Excellent • Speedy response to queries
Company response
• Empowering digitally with MF Central and edge360 portal
• Support for knowledge building
• Full-fledged contact centre to provide services and assistance
25
Computer Age Management Services Limited
Mode of engagement
CSR programmes, local community engagements, media publication,
Society and planet communities CSR / sustainability reporting
Company response
• CSR programmes around education, supporting vulnerable sections like
senior citizens and women
• Tree plantation
• Focus on reducing waste, water and carbon emission and investing in
renewable energy
Mode of engagement
Joint working groups, advocacy meetings, committees and conferences,
membership in local enterprise, partnership with industry bodies
Regulators and
government Their needs and expectation
• Regulatory compliance
Quality of relations:
• Contribution to governmental development plans and to the fiscal
through fair tax payments
Falling short Excellent • Ethical and responsible work practices
Company response
• On-time tax payments
• Introducing products aligned with compliance
• Adherence to laws and regulations
26
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Materiality
Materiality matrix
M5 M9 M1
High
M4
M3
M10
Importance to CAMS
M6 M7
M8
M2
Low
27
Computer Age Management Services Limited
Financial • Continued growth in existing businesses and diversification to newer business lines
performance
Innovation and • Robust investments in innovation and technology enhancements, including adoption of
IT deployment emerging technologies like analytics and AI to help clients make better decisions and cloud to
ensure speed, agility, scalability and security
• Transformation into a technology product company and engagement of Chief Platform Officer
to lead modernisation
• Launched CAMS IIT-M Fintech Innovation Lab (CIFIL) in collaboration with IIT Madras to
accelerate financial technology related innovations
Data protection • Deployed multiple new-age technologies to deepen security monitoring on all strategic entry
and cyber security and exit points
• Cyber security and cyber resilience policy with practices meeting ISO 27001:2013
requirements of information security systems
• Dedicated technology committee of eminent specialists to review processes and systems
Client relationships • Managing large part of operations with utmost efficiency to help them focus on and grow core
business area
• Ensuring compliance with regulatory
Read page 23 for more details
Governance and • Robust risk management practices further improved with KPMG recommendations
risk management • Solid governance framework with Board oversight
Read page 29 for more details
Talent attraction, • Providing good workplace with high engagement level, continuous training, and focus on
retention and diversity, inclusion and equal opportunities
development Read page 41 for more details
28
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Risk management
To augment the Risk Management Framework, the services of an external entity - KPMG were utilised
and based on their recommendations, enhanced risk governance was implemented which included
embedding Risk Management with First Line of Defence, Introduced Risk Champions, Strengthened
three Lines of Defence, and Documentation in respect of ERM, Risk Appetite and KRI were enhanced.
01 Board of Directors
03 Internal Risk
Management Committee
29
Computer Age Management Services Limited
Operational Risk The Company has a strong Operational Risk Management Policy which
Operational Risk refers to the risk of loss broadly covers:
of various types (Financial / Reputational / • The Risk and Control Self-Assessment Framework (RCSA)
Compliance / Clients) on account of inadequate • Critical Incident Management and Reporting
or failed internal processes, systems, and
• Operational Loss Appetite Levels (Restricted Actions)
people or from external events, that could lead
to significant monetary and reputational losses. • Strategies / Mechanisms for monitoring and mitigation of Operational
There can also be frauds perpetrated by third Risk
party. • Training is imparted on the Operational Risk, across the organisation to
` raise awareness and bring the required risk sensitisation
Capitals at risk:
• New products, processes and regulatory implementations are always
KRI monitored: Critical Incident Reporting approved by the risk management function prior to roll out
tracker and proactive monitoring of potential • The Company has developed solutions using advanced algorithms
risks. and data analysis, towards fraud detection models, which support in
identifying the fraudulent transaction with speed and accuracy
Regulatory Risk • The Company has an in-house compliance team that monitors
Our businesses are guided by various regulators compliances with dedicated functional heads. To support the team, the
which subject us to periodic audits from them. Company also engages external experts
Any non-compliance to regulations could result • The Company has implemented a process to identify known outliers
in observations from authorities like SEBI, on real-time basis to undertake remedial measures and explore further
IRDAI, RBI, MCA, PFRDA which can expose us automation of the platform for avoiding recurrence of the risk
to warnings, penalties and even cancellation of
licenses.
`
Capitals at risk:
Compliance Risk • We have an extensive system for monitoring compliances with dedicated
We are required to comply with a host of functional heads tasked with specific areas and have also engaged
regulations like reporting to government agencies external experts on retainership to provide necessary across all areas
and regulators and timely, error-free fulfilment of • We undertake to carry out multiple audits for ensuring all compliances,
regulatory requirements. Any default could result the findings of which are reported to the Audit Committee/Board at its
in fines and penalties. Meetings. Further, we ensure all audit /other related mitigating avenues
`
that have been identified are implemented
Capitals at risk:
Concentration Risk • The Company has forayed into multiple business offerings which
Client Servicing is becoming increasingly enhances the client base
complex & dynamic, and the Company is • The strong brand value, offer of innovative products and top-class quality
required to ensure utmost client satisfaction management ensures client satisfaction
to retain the existing clients. As the company
services limited number of clients and its revenue
is concentrated on those set of clients, the
concentration is considered as a risk.
30
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
`
Financial capital
SDG impacted:
A high return on capital of Robust EBITDA margin at Solid balance sheet with
49.84% *
49.84% *#
despite increased Zero debt* and cash and
investments in new technology and cash equivalent of ` 4,822 million*
business initiatives
31
Computer Age Management Services Limited
Total income EBITDA (Non IND AS) EBITDA margin (Non IND AS) EBITDA (IND AS)
(` lakh) (` lakh) (%) (` lakh)
99,864.02
42,412.94
40,040.00
42,123.18
39,356.00
92,694.19
73,525.45
72,087.24
71,170.71
46.6
29,601.36
28,657.04
27,268.90
26,150.28
42.6
41.0
40.5
21,790.95
21,790.95
31.4
FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY
2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023
7% 13% 14%
5-year CAGR 5-year CAGR 5-year CAGR
EBITDA margin (IND AS) Profit after Tax* PAT margin Net worth
(%) (` lakh) (%) (` lakh)
28,694.69
78,247.20
28,524.83
64,763.78
20,529.13
46.6
31.0
54,885.64
27.90
51,587.17
43.3
28.6
42.0
17,189.22
41.0
45,174.77
23.80
13,517.73
31.4
19.0
FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY
2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023
16% 12%
5-year CAGR 5-year CAGR
51.00
58.26
44.3
39.9
39.8
38.56
37.75
42.08
31.3
75.90% 76.20%
29.9
35.24
27.61
22.47
12.18
14.30% 13.70%
9.80% 10.10%
FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY
2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2022 2023
Non-Mutual Fund
16% MF (non-asset based)
5-year CAGR MF (asset based)
32
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
SDG impacted:
6 3 800+ 729
Offices Data Centres IT team strength seats across five call
centres for analytics
driven campaign
management and for
investor services
33
Computer Age Management Services Limited
Digital Onboarding
Creating a 360-degree
digital stack for
eKYC Solutions Validation Services
the capital market
ecosystem
34
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
myCAMS in FY23
35
Computer Age Management Services Limited
MFCentral in FY23
10K-15K per
day
– Daily login
edge360
Our mobile and web-based platform that helps distributors and advisors to streamline MF operations. The platform is recording
steady adoption and usage, owing to its robustness along with the extensive marketing efforts and webinars to promote it.
edge360 in FY23
GoCORP in FY23
36
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Loan against MF holdings with partner net banking digital platform, digiLoan in FY23
digiLoan eliminating need for separate login
digiLoan empowers customers of over
20 banks and NBFCs who have signed
and redirecting the customer. It also
enables lien marking of MF units
` 10 million
for both either or survivor mode of loans financing against pledged
with us, to get loan up to ` 1 Crore
holding too, thus widening its scope assets facilitated
by pledging their debt and/or equity
mutual funds in a completely paper- and promoting product adoption.
less, digital process. Additionally, feature for online lien
invocation/revocation via APIs has
14,600
been made available to the financiers. transactions facilitated
We have deployed a new Consolidated
Account Statement based process The said features are being provided
flow that seamlessly integrate with the to both existing and new clients.
CAMS WealthServ features for on-boarding non individual CAMS WealthServ in FY23
It is our digital onboarding platform for clients and NRI customers, which has
AIF and PMS investors, and has been been well received. We will continue
to drive partnerships with more
1,200+
highly appreciated by the alternatives investors onboarded
industry. Over 1,200 investors custodians to significantly strengthen
onboarded through the platform its market position.
in FY23. We have augmented its
37
Computer Age Management Services Limited
38
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Our approach
At CAMS, we are cognizant of our responsibilities to our Additionally, a Board-level ESG committee has been
stakeholders, planet and the society, and the critical role constituted to monitor, evaluate, and provide guidance
they play in our value creation. Starting FY23, we have on our ESG policies, procedures, and practices as well
undertaken a more holistic approach to ESG matters, as public disclosures. We are further in the process of
and have implemented a Board-approved ESG policy. developing a roadmap to progress on ESG-related aspects.
39
Computer Age Management Services Limited
Pillar 1: Environment
40
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Pillar 2: Social
We are inspired to drive the social, economic and emotional well-being of our people i.e. employees,
communities, clients and the investors. Our engagements with them are helping us to create net positive
impact. We value their trust and support, and are focussed on growing together with them.
SDGs impacted:
41
Computer Age Management Services Limited
Executive Management Program training programs on collaboration at on business continuity plan (BCP),
This year, we introduced ‘Executive work, thinking skills and OTIF (On- ISO and enterprise risk to enhance
Post Graduate Program in General time-in Full). Over 100 people have the employee awareness on these
Management’ to groom high-potential undertaken such learning, and we topics. A cross-functional training was
employees as future leaders. It covers intend to further widen its usage. conducted in Coimbatore office for
new-age topics like AI and ML in BCP-readiness, training nearly ~60
addition to the traditional management Reinforcing people competencies in employees.
curriculum. 14 high-potential managers Mutual Fund operations
have successfully completed We mandate NISM training and We also conduct deep-dive sessions
classroom courses and are now certification for all employees before on all MF functional areas for
working on operations management joining units to ensure regulatory Sterling employees, to enhance
projects. compliance. Apart from this, we their knowledge quotient. Nearly,
facilitate ongoing skill development 100 people benefited through these
Gamifying learning and certification programmes for sessions.
Gamified learning is an interesting and various core functions. In FY 2022-23,
effective way to train employees. We 700 employees benefited from this.
have introduced board-game-based We have launched eLearning modules
26,252 2,635
manhours of training and skill employees trained and upskilled
development
42
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Diversity at CAMS
29.46% 851
Female
Post-graduates
4,969
Graduates 1
PhD.
70.54%
Male
43
Computer Age Management Services Limited
44
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
45
Computer Age Management Services Limited
46
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
47
Computer Age Management Services Limited
Sankara Nethralaya
Sankara Nethralaya (“SN”) is a
charitable not-for-profit eye hospital
founded in 1978 by a group of
philanthropists. CAMS is associated
with SN in the occupational
optometry project. The project aims
to identify workers and understand
the nature of their occupation
to provide them with custom
spectacles that aid them at work and
protect them from possible risks.
SN also conducts comprehensive
examinations that diagnose
underlying conditions that may result
in complications in the eye. With
the support of CAMS, SN conducts
camps in community centres and
other public spaces such as schools
or invites potential beneficiaries to
the hospital. About 2,500 workers
benefited from the support provided
by CAMS during the year.
Anandam
Sterling Software Private Limited,
wholly-owned subsidiary of the
company is associated with
ANANDAM which runs an old age
home for the cause and care of
Senior Citizens who do not have any
living children and has no source of
income. Anandam is also running
free Anandam Medical Care Centre
to cater to economically weaker
population in and around Kallikuppam
near Chennai. The consistent support
of CAMS group to this project was
recognised by the Honourable
Finance Minister during her visit to
the NGO.
48
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Pillar 3: Governance
Governance framework Ensuring ethical practices Cyber security and data privacy
The governance framework, systems Ethical practices are of utmost We have an extensive Information
and processes at CAMS reflect importance at CAMS, and led by Security Management System at
and enable our vision and values. our Code of Conduct (CoC) which CAMS enabled by policies on cyber
These practices are led by the Board guides all our actions. We have further security, cyber resilience and data
in support with the various Board implemented several policies including privacy. Compliant with ISO 27001,
Committees. Our governance is further for vigil mechanism and whistle blower it helps protect our systems and
strengthened by adequate Board employee safety, POSH, and anti- safeguard information. Our Audit
independence. corruption and bribery. We have a solid Committee reviews the Auditors’
framework that encourages directors reports at its periodical meetings, to
We also have a robust compliance and employees to report any illegal oversee and review the procedures
framework, with compliance or unethical practices, suspected or and systems effectuating the policies,
ownerships aligned with corporate actual fraud, or violations of the CoC while the Risk Management and the
objectives to serve in our interest or ethics policy. These policies help Technology Committees periodically
as well as that of our shareholders. us in maintaining a safe and ethical reviews the cyber security systems.
This is ensured through proactively work place, and conduct business in
identifying, assessing, monitoring, a responsible and socially conscious
controlling, and reporting compliance manner.
in adherence to country-specific laws
and regulations.
CAMS wins LACP Vision Platinum Award
CAMS won LACP Vision Platinum Award for its Integrated Annual Report
FY22. The report ranked 15th among top 100 reports worldwide and has
been given the additional honours of ‘Top 100 Report Worldwide’ and
Best Report Cover Worldwide.
49
Computer Age Management Services Limited
Board of Directors
1 1 1
3 2 3
4 5 4
5 5
Mr. Dinesh Kumar Mehrotra Mr. Natarajan Srinivasan Mrs. Vijayalakshmi Rajaram Iyer
Chairman & Independent Director Independent Director Independent Director & Women Director
He has served as the Chairman and He is a Member of the Institute of She served as an Executive Director
the Managing Director of LIC. He has Chartered Accountants of India of Central Bank of India and as the
also served as the Executive Director (ICAI) and the Institute of Company Chairperson and Managing Director
of International Operations at LIC. He Secretaries of India (ICSI). He has of Bank of India. She was also
holds a B.Sc. (Honours) degree from more than 38 years of Corporate associated with IRDAI as a member
the University of Patna. work experience spanning across (Finance & Investments).
Finance, Legal, Projects and General
Management functions. He is also the
Managing Director of CG Powers and
Industrial Solution Limited.
4 1
2
3
50
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
2
Board Committees
3
1. Audit Committee
2. Stakeholders’ Relationship
Committee
3. Corporate Social
Responsibility Committee
4. Nomination and Remuneration
Committee
Mr. Anuj Kumar Mr. Vedanthachari Srinivasa Rangan 5. Risk Management Committee
Managing Director Non-Executive Director
Chairperson of the Committee
He joined our Company as Chief He is Member of the Institute of
Operating Officer – Asset Management Chartered Accountants of India (ICAI) Member of the Committee
Services in March 2016 and was and has been associated with HDFC
appointed as our Managing Director since 1988 and he is currently its
with effect from August 01, 2021. Executive Director.
He joined CAMS after 25 years of
professional experience with Godrej
& Boyce Mfg. Co. Ltd., IBM India
Private Limited and Concentrix Daksh
Services India Private Limited. He
holds a Bachelor of Mechanical
Engineering degree from Birla Institute
of Technology, Ranchi and a Post
Graduate Diploma in Management
(PGDM) from IIM, Kolkata.
Board diversity
6 1 1 1 3 3
Male Female <40 years 40-50 years Independent Non-executive
1 4 1
50-60 years > 60 years Executive
Read more on 122 pages of the Business Responsibility and Sustainability Report section of this report.
51
Computer Age Management Services Limited
Leadership Team
52
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
CEO’s of Subsidiaries
53
Computer Age Management Services Limited
54
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
New Millennials
CAMS released a report on new millennials
titled “The emerging force of millennial investor
is here to stay & grow” at the 17th CII Mutual
Fund Summit held at Mumbai on May 3, 2023.
The report was released by Mr. Manoj Kumar,
Executive Director, Securities and Exchange
Board of India (SEBI) in the presence of Mr.
Sundeep Sikka, ED & CEO Nippon Life India
Asset Management, Dr. Rajesh Kapoor, Regional
Director, CII Western Region. The report on new
millennials based on data from Mutual Funds
serviced by CAMS as a Registrar and Transfer
Agent (RTA) brings out trends, behaviours and
preferences of the millennial segment and the
emerging opportunities from this segment for
the benefit of mutual fund managers and the
ecosystem partners.
55
Computer Age Management Services Limited
Corporate Snapshot
Name Secretarial Auditors
Computer Age Management Services Limited B Chandra
Practising Company Secretary
Corporate Identification Number (CIN) ACS No.: 20879
L65910TN1988PLC015757 C P No.: 7859
AG 3, Ragamalika,
Registered Office 26 Kumaran Colony Main Road,
New No. 10, Old No. 178, M.G.R. Salai, Vadapalani, Chennai – 600026.
Nungambakkam, Chennai – 600034,
Tamilnadu, India Internal Auditors
R Ranga Rao & Co.,
Corporate Office Chartered Accountants
No.158, Rayala Towers, Tower - I, FRN: 003044S
3rd Floor, Anna Salai, Chennai – 600 002, No. 2, Ganapathy Colony 2nd Street
Tamilnadu, India Gopalapuram
Chennai – 600 086.
Company Secretary
Mr. Manikandan Gopalakrishnan Registrar and Transfer Agent
Link Intime India Private Limited
Chief Financial Officer
C 101, 247 Park, L B S Marg, Vikhroli (West)
Mr. Ramcharan Sesharaman
Mumbai – 400 083.
E-Mail: [email protected]
Managing Director
Website: https://linkintime.co.in
Mr. Anuj Kumar
Bankers
Statutory Auditors
HDFC Bank
Brahmayya & Co.,
759, ITC Centre, Anna Salai,
Chartered Accountants
Chennai – 600 002.
FRN: 000511S
No. 48, Masilamani Road, Balaji Nagar,
Website
Royapettah, Chennai – 600 014.
www.camsonline.com
` 9,955.01 Crore
Market Capitalisation as on March 31, 2023
CIN: L65910TN1988PLC015757
BSE code: 543232
NSE symbol: CAMS
Dividend for FY23: ` 37.75 per share
AGM date: August 7, 2023
AGM mode/Venue: Video Conference/
Other Audio-Visual Means
56
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Notice
NOTICE IS HEREBY GIVEN THAT THE THIRTY FIFTH 4. Declaration of Dividend
ANNUAL GENERAL MEETING (“AGM”) OF COMPUTER To confirm the Interim Dividends of ` 25.75/- per equity
AGE MANAGEMENT SERVICES LIMITED (“COMPANY”) share of face value of ` 10/- each fully paid-up, for the
WILL BE HELD ON MONDAY, THE 07TH DAY OF FY 2022-23, approved by the Board of Directors and
AUGUST 2023, AT 04.00 P.M. (IST), THROUGH VIDEO
already paid to eligible shareholders and to declare a
CONFERENCING (“VC”) / OTHER AUDIO-VISUAL MEANS
final dividend of ` 12.00/- per equity share, for the year
(“OAVM”) FACILITY TO TRANSACT THE FOLLOWING
ended March 31, 2023 and in accordance with Section
BUSINESSES-
123 and other applicable provisions of the Companies
Act, 2013 (“Act”).
ORDINARY BUSINESS
1. Adoption of Standalone Financial Statements “RESOLVED THAT the interim dividends of ` 25.75/-
To receive, consider and adopt the audited standalone per equity share of ` 10/- each declared by the Board
financial statements of the Company for the Financial of Directors on 05.08.2022, 04.11.2022 and 07.02.2023
Year ended March 31, 2023 together with the Reports for the year 2022-23 on the outstanding fully paid-up
of the Board of Directors and Auditors thereon. equity shares of the Company and paid to those equity
shareholders whose names appeared in the register of
“RESOLVED THAT the audited standalone financial members as on the record dates fixed for that purpose
statements including the Balance Sheet of the Company be and is hereby confirmed.
as at March 31, 2023, the Statement of Profit and Loss,
the Statement of Changes in Equity and the Cash Flow RESOLVED FURTHER THAT a final dividend at the
Statement for the year ended on that date together with rate of ` 12.00/- per equity share of ` 10/- each fully paid
all the notes annexed and the Directors’ and Auditors’ up of the Company be and is hereby declared for the
Reports thereon, placed before the meeting, be and are financial year ended March 31, 2023 as recommended
hereby considered and adopted.” by the Board of Directors of the Company and the same
be paid out of the profits of the Company for the financial
2. Adoption of Consolidated Financial Statements
year 2022-23 to those Members of the Company whose
To receive, consider and adopt the audited consolidated names would appear on the Register of Members of
financial statements of the Company for the Financial
the Company or as beneficial owners in the records of
Year ended March 31, 2023 together with the Reports
CDSL and NSDL on the 15th day of August, 2023 being
of the Board of Directors and Auditors thereon.
the record date for payment of Final Dividend.”
“RESOLVED THAT the audited consolidated financial
5. Appointment of Auditors
statements including the Balance Sheet of the Company
as at March 31, 2023, the Statement of Profit and Loss, To consider and, if thought fit, to pass with or without
the Statement of Changes in Equity and the Cash Flow modification(s), the following resolution as an Ordinary
Statement notes annexed and the Auditors’ Reports Resolution:
thereon, placed before the meeting, be and are hereby
considered and adopted.” “RESOLVED THAT, pursuant to Section 139 and 142
and other applicable provisions of Companies Act, 2013
3. Retirement by Rotation (including any statutory modification or re-enactment
To appoint a Director in place of Mr. Sandeep Ramesh thereof for the time being in force) read with rules made
Kagzi (DIN: 08264768) who retires by rotation and being thereunder, pursuant to the recommendation of the audit
eligible, offers himself for re-appointment as a Director. committee of the Board, M/s. SR Batliboi & Associates
LLP, Chartered Accountants, (ICAI Firm Registration
“RESOLVED THAT pursuant to the provisions of No. 101049W/E300004), be and are hereby appointed
Section 152 of the Companies Act, 2013, Mr. Sandeep as the Auditors of the Company from the conclusion of
Ramesh Kagzi (DIN: 08264768), who retires by rotation this Meeting to hold such office for a period of five years
at this meeting and being eligible has offered himself till the conclusion of the 40th Annual General Meeting, at
for re-appointment, be and is hereby re-appointed as a a remuneration mutually agreed between the Board of
Director of the Company, liable to retire by rotation.” Directors of the Company and the Statutory Auditors.”
57
Computer Age Management Services Limited
58
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
59
Computer Age Management Services Limited
60
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
11. Transfer of shares permitted in Demat form iii) quote their folio numbers / Client ID and DP ID in
only: all correspondence;
As per Regulation 40 of the Listing Regulations,
iv) consolidate their holdings into one folio in case they
as amended, securities of listed companies can be
hold shares under multiple folios in the identical
transferred only in dematerialized form except in case
order of names; and
of request received for transmission or transposition of
securities.
v) register their Permanent Account Number (PAN)
with their Depository Participants, in case of
In view of the above and to eliminate all risks
Shares held in dematerialised form and the RTA /
associated with physical shares and for ease of portfolio
Company, in case of shares held in physical form,
management, Members holding shares in physical form
as directed by SEBI.
are requested to consider converting their holdings
to dematerialised form. Members are accordingly 14. Updation of Members’ Details:
requested to get in touch with any Depository Participant
The format of the Register of Members prescribed by the
having registration with SEBI to open a Demat account
Ministry of Corporate Affairs under the Act requires the
or alternatively, contact the nearest branch of the RTA to
Company/ RTA to record additional details of Members,
seek guidance with respect to the demat procedure.
including their PAN details, e-mail address, etc.
13. Members are requested to: 16. Members seeking any information with regard to the
i) intimate to the RTA, changes, if any, in their Accounts or any matter to be placed at the AGM, are
requested to write to the Company on or before July 31,
registered addresses / bank mandates at an early
2023 through e-mail to [email protected].
date, in case of shares held in physical form;
The same will be replied by the Company suitably.
ii) intimate to the respective Depository Participant,
17. Procedure for Inspection of Documents:
changes, if any, in their registered addresses/bank
mandates at an early date, in case of shares held The Register of Directors and Key Managerial Personnel
in electronic / dematerialized form; and their shareholding maintained under Section 170
61
Computer Age Management Services Limited
of the Act and relevant documents referred to in this or e-Voting service provider name i.e. LINKINTIME
Notice of AGM and Explanatory Statement, will be and you will be re-directed to “InstaVote” website
available electronically for inspection by the Members for casting your vote during the remote e-Voting
during the AGM. All documents referred to in the Notice period.
will also be available for electronic inspection without
any fee by the Members from the date of circulation of (ii) If you are not registered for IDeAS e-Services,
this Notice up to the date of AGM, i.e., August 07, 2023. option to register is available at https://eservices.
Members seeking to inspect such documents can send nsdl.com Select “Register Online for IDeAS Portal”
an email to Company’s investor email id: secretarial@ or click at https://eservices.nsdl.com/SecureWeb/
camsonline.com IdeasDirectReg.jsp
18. Members are requested to support the Green Initiative (iii) Visit the e-Voting website of NSDL. Open web
by registering/ updating their e-mail addresses, with browser by typing the following URL: https://www.
the Depository Participant (in case of Shares held in evoting.nsdl.com/ either on a personal computer
dematerialised form) or with the RTA (in case of Shares or on a mobile. Once the home page of e-Voting
held in physical form). system is launched, click on the icon “Login” which
is available under ‘Shareholder/Member’ section.
19. Members desirous of obtaining any information on A new screen will open. You will have to enter
the financials and operations of the Company, are your User ID (i.e. your sixteen-digit demat account
requested to send an email to the Company at least number hold with NSDL), Password/OTP and a
seven working days prior to the date of the AGM, so that Verification Code as shown on the screen. After
the information can be kept ready during the meeting. successful authentication, you will be redirected
to NSDL Depository site wherein you can see
Remote e-Voting Instructions for shareholders e-Voting page. Click on company name or e-Voting
post change in the Login mechanism for Individual service provider name i.e. LINKINTIME and you
shareholders holding securities in demat mode, will be redirected to “InstaVote” website for casting
pursuant to SEBI circular dated December 09, 2020: your vote during the remote e-Voting period.
As per the SEBI circular dated December 9, 2020, (iv) Individual Shareholders holding securities in demat
individual shareholders holding securities in demat mode with CDSL.
mode can register directly with the depository or will
have the option of accessing various ESP portals (v) Users who have opted for CDSL Easi / Easiest
directly from their demat accounts. facility, can login through their existing user
id and password. The option will be made
Shareholders are advised to update their mobile
available to reach e-Voting page without any
number and email Id in their demat accounts to further authentication. The users to login Easi /
access e-Voting facility. Easiest are requested to visit CDSL website
www.cdslindia.com and click on login icon &
Login method for Individual shareholders holding New System Myeasi Tab and then use your
securities in demat mode is given below: existing my easi username & password.
(i) Individual Shareholders holding securities in
demat mode with NSDL. Existing IDeAS user (vi) After successful login the Easi / Easiest user will
can visit the e-Services website of NSDL viz. be able to see the e-Voting option for eligible
https://eservices.nsdl.com either on a personal companies where the evoting is in progress as
computer or on a mobile. On the e-Services home per the information provided by the company. On
page click on the “Beneficial Owner” icon under clicking the evoting option, the user will be able to
“Login”” which is available under ‘IDeAS’ section, see e-Voting page of the e-Voting service provider
this will prompt you to enter your existing User ID i.e. LINKINTIME for casting your vote during the
and Password. After successful authentication, remote e-Voting period or joining virtual meeting
you will be able to see e-Voting services under & voting during the meeting. Additionally, there
Value added services. Click on “Access to are also links provided to access the system
e-Voting” under e-Voting services and you will be of all e-Voting Service Providers, so that the
able to see e-Voting page. Click on company name user can visit the e-Voting service providers’
website directly.
62
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
(vii) If the user is not registered for Easi/Easiest, the 8 Character DP ID followed by 8 Digit Client ID;
option to register is available at CDSL website Shareholders holding shares in CDSL demat
www.cdslindia.com and click on login & New account shall provide 16 Digit Beneficiary ID.
System Myeasi Tab and then click on registration
option. B. PAN: Enter your 10-digit Permanent Account
Number (PAN) (Shareholders who have not
(viii) Alternatively, the user can directly access the updated their PAN with the Depository Participant
e-Voting page by providing Demat Account (DP)/ Company shall use the sequence number
Number and PAN No. from a e-Voting link provided to you, if applicable.
available on www.cdslindia.com home page. The
system will authenticate the user by sending OTP C. DOB/DOI:
on registered Mobile & Email as recorded in the Enter the Date of Birth (DOB) / Date of Incorporation
Demat Account. After successful authentication, (DOI) (As recorded with your DP / Company - in
the user will be able to see the e-Voting option DD/MM/YYYY format)
where the evoting is in progress and also able to
directly access the system of all e-Voting Service D. Bank Account Number: Enter your Bank Account
Providers. Number (last four digits), as recorded with your
DP/Company.
(ix) Individual Shareholders (holding securities in
demat mode) login through their depository *Shareholders holding shares in physical form but
participants. You can also login using the login have not recorded ‘C’ and ‘D’, shall provide their
credentials of your demat account through your Folio number in ‘D’ above
Depository Participant registered with NSDL/
CDSL for e-Voting facility. After Successful login, *Shareholders holding shares in NSDL form, shall
you will be able to see e-Voting option. Once you provide ‘D’ above
click on e-Voting option, you will be redirected
to NSDL/CDSL Depository site after successful • Set the password of your choice (The
authentication, wherein you can see e-Voting password should contain minimum 8
feature. Click on the company name or e-Voting characters, at least one special Character
service provider name i.e. LinkIntime and you will (@!#$&*), at least one numeral, at least one
be redirected to e-Voting service provider website alphabet and at least one capital letter).
for casting your vote during the remote e-Voting
period. • Click “confirm” (Your password is now
generated).
Login method for Individual shareholders holding
securities in physical form/ Non-Individual Click on ‘Login’ under ‘SHARE HOLDER’ tab.
Shareholders holding securities in demat mode is
given below: Enter your User ID, Password and Image
Individual Shareholders of the company, holding Verification (CAPTCHA) Code and click on
shares in physical form / Non-Individual Shareholders ‘Submit’.
holding securities in demat mode as on the cut-off date
Cast your vote electronically:
for e-voting may register for e-Voting facility of the RTA
as under: After successful login, you will be able to see the
notification for e-voting. Select ‘View’ icon.
(i) Open the internet browser and launch the URL:
https://instavote.linkintime.co.in. E-voting page will appear.
(ii) Click on “Sign Up” under ‘SHARE HOLDER’ tab Refer the Resolution description and cast your vote
and register with your following details: - by selecting your desired option ‘Favour / Against’
(If you wish to view the entire Resolution details,
A. User ID: Shareholders holding shares in physical click on the ‘View Resolution’ file link).
form shall provide Event No + Folio Number
registered with the Company. Shareholders holding After selecting the desired option i.e. Favour /
shares in NSDL demat account shall provide Against, click on ‘Submit’. A confirmation box will
63
Computer Age Management Services Limited
be displayed. If you wish to confirm your vote, click the e-Voting website of the RTA: https://instavote.
on ‘Yes’, else to change your vote, click on ‘No’ and linkintime.co.in
accordingly modify your vote.
• Click on ‘Login’ under ‘SHARE HOLDER’ tab
Guidelines for Institutional shareholders: and further Click ‘forgot password?’
Institutional shareholders (i.e. other than
Individuals, HUF, NRI etc.) and Custodians • Enter User ID, select Mode and Enter Image
are required to log on the e-voting system of Verification code (CAPTCHA). Click on
LIIPL at https://instavote.linkintime.co.in and “SUBMIT”.
register themselves as ‘Custodian / Mutual Fund
/ Corporate Body’. They are also required to In case shareholders is having valid email address,
upload a scanned certified true copy of the board Password will be sent to his / her registered e-mail
resolution /authority letter/power of attorney etc. address. Shareholders can set the password of his/
together with attested specimen signature of the her choice by providing the information about the
duly authorised representative(s) in PDF format particulars of the Security Question and Answer,
in the ‘Custodian / Mutual Fund / Corporate Body’ PAN, DOB/DOI, Bank Account Number (last four
login for the Scrutinizer to verify the same. digits) etc. as mentioned above. The password
should contain minimum 8 characters, at least one
Helpdesk for Individual Shareholders holding special character (@!#$&*), at least one numeral,
securities in physical mode/ Institutional at least one alphabet and at least one capital letter.
shareholders:
User ID for Shareholders holding shares in Physical
Shareholders facing any technical issue in login
Form (i.e. Share Certificate): Your User ID is Event
may contact Link Intime INSTAVOTE helpdesk by
No + Folio Number registered with the Company
sending a request at [email protected] or
contact on: - Tel: 022 – 4918 6000. Individual Shareholders holding securities in
demat mode with NSDL/ CDSL has forgotten
Helpdesk for Individual Shareholders holding
the password:
securities in demat mode:
Individual Shareholders holding securities in Shareholders who are unable to retrieve User
demat mode may contact the respective helpdesk ID/ Password are advised to use Forget User
for any technical issues related to login through ID and Forget Password option available
Depository i.e. NSDL and CDSL. at abovementioned depository/ depository
participants website.
Login type Helpdesk details
Individual Shareholders holding securities in It is strongly recommended not to share your
demat mode with NSDL Members facing any password with any other person and take utmost
technical issue in login can contact NSDL helpdesk care to keep your password confidential.
by sending a request at [email protected] or call
at : 022 - 4886 7000 and 022 - 2499 7000 For shareholders/ members holding shares in
physical form, the details can be used only for
Individual Shareholders holding securities in demat voting on the resolutions contained in this Notice.
mode with CDSL Members facing any technical
issue in login can contact CDSL helpdesk by During the voting period, shareholders/ members
sending a request at helpdesk.evoting@cdslindia. can login any number of time till they have voted
com or contact at toll free no. 1800 22 55 33 on the resolution(s) for a particular “Event”.
Individual Shareholders holding securities in Instructions for attending the AGM through
Physical mode has forgotten the password: InstaMeet:
If an Individual Shareholders holding securities in 1) Open the internet browser and launch the
Physical mode has forgotten the USER ID [Login URL: https:// instameet.linkintime.co.in
ID] or Password or both then the shareholder can Select the “Company” and ‘Event Date’ and
use the “Forgot Password” option available on register with your following details:
64
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
A. Demat Account No. or Folio No: Enter your 4) Other shareholders may ask questions to
16-digit DEMAT Account No. or Folio No. the panelist via active chat-board during the
meeting.
Shareholders/members holding shares in
CDSL DEMAT account shall provide 16 Digit 5) Please remember your speaking serial
Beneficiary ID number and start your conversation with
panelist by switching on video mode and
Shareholders/members holding shares audio of your device.
in NSDL DEMAT account shall provide 8
Character DP ID followed by 8 Digit Client ID Note: Shareholders are requested to speak only
when moderator of the meeting/management
Shareholders/members holding shares in will announce the name and serial number for
physical form shall provide Folio Number speaking.
registered with the Company
Instructions for Shareholders/ Members to Vote
B. PAN: Enter your 10-digit Permanent Account during the Annual General Meeting through
Number (PAN) (Members who have not InstaMeet:
updated their PAN with the Depository Once the electronic voting is activated by the
Participant (DP)/ Company shall use the scrutinizer/ moderator during the meeting,
sequence number provided to you, if shareholders/ members who have not exercised
applicable. their vote through the remote e-voting can cast the
vote as under:
C. Mobile No.: Enter your mobile number.
1. On the Shareholders VC page, click on the
D. Email ID: Enter your email id, as recorded link for e-Voting “Cast your vote”
with your DP/Company.
2. Enter your 16-digit Demat Account No. / Folio
Click “Go to Meeting” (You are now registered No. and OTP (received on the registered
for InstaMeet and your attendance is marked mobile number/ registered email Id) received
for the meeting). during registration for InstaMEET and click
on ‘Submit’.
Note: Please download Webex software
requirements and kindly ensure to install the 3. After successful login, you will see “Resolution
same on the device which will be used to attend Description” and against the same the option
the meeting. Please read the instructions carefully “Favour/ Against” for voting.
and participate in the meeting. You may also call
upon the InstaMeet Support Desk for any support 4. Cast your vote by selecting appropriate
on the dedicated number provided to you in the option i.e., “Favour/Against” as desired. Enter
instruction/ InstaMeet website. the number of shares (which represents no.
of votes) as on the cut-off date under ‘Favour/
Instructions for Shareholders/Members to Speak Against’.
during the Annual General Meeting through
InstaMeet: 5. After selecting the appropriate option i.e.,
Favour/ Against as desired and you have
1) Shareholders who would like to speak during decided to vote, click on “Save”. A confirmation
the meeting must register their request box will be displayed. If you wish to confirm
3 days in advance with the Company on your vote, click on “Confirm”, else to change
[email protected] your vote, click on “Back” and accordingly
modify your vote.
2) Shareholders will get confirmation on first
cum first basis depending upon the provision 6. Once you confirm your vote on the resolution,
made by the client. you will not be allowed to modify or change
your vote subsequently.
3) Shareholders will receive “speaking serial
number” once they mark attendance for the
meeting.
65
Computer Age Management Services Limited
66
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
retrieve your password in case you forget it. It is [email protected] and to the Company at
strongly recommended that you do not share your [email protected]. They may also upload the
password with any other person and that you take same in the e-voting module in their login. The scanned
utmost care to keep your password confidential. image of the above-mentioned documents should be in
the naming format “Corporate Name EVENT NO”
(v) You need to login again with the new credentials.
It should reach the Scrutiniser and the Company by
(vi) On successful login, the system will prompt you to email not later than Sunday, August 06, 2023 at 05.00
select the EVEN for Computer Age Management P.M. (IST). In case if the authorized representative
Services Limited. attends the Meeting, the above-mentioned documents
shall be submitted before the commencement of AGM.
(vii) On the voting page, enter the number of shares
(which represents the number of votes) as on the cut- b. In case e-mail ID of a Member is not registered with the
off date i.e., July 31, 2023 under “FOR/ AGAINST” or Company/ Depository Participant(s), then such Member
alternatively, you may partially enter any number in is requested to register/ update their e-mail addresses
“FOR” and partially in “AGAINST” but the total number with the Depository Participant (in case of Shares held
in “FOR/ AGAINST” taken together should not exceed in dematerialised form) and inform the RTA at the email
your total shareholding as on the cut-off date. ID: [email protected] (in case of Shares held in
physical form):
(viii) Pursuant to Clause 16.5.3(e) of Secretarial Standard on
General Meetings (“SS-2”) issued by the Council of the (i) Upon registration, Member will receive an e-mail
Institute of Company Secretaries of India and approved from the RTA which includes details of E-Voting
by the Central Government in case a Member abstains Event Number (EVEN), USER ID and password.
from voting on a Resolution.
(ii) Please follow all steps from Note. No. 20 (a) (i)
i.e., the Member neither assents nor dissents to the to(xiii) above to cast your vote by electronic means.
Resolution, then his/her/ its vote will be treated as an
invalid vote with respect to that Resolution. 21. Voting during the AGM:
(i) The procedure for remote e-voting during the AGM
(ix) Members holding multiple folios/ demat accounts shall is same as the instructions mentioned for remote
choose the voting process separately for each of the e-voting since the Meeting is being held through
folios/ demat accounts. VC/OAVM.
(x) Voting has to be done for each item of the Notice (ii) The e-voting window shall be activated upon
separately. In case you do not desire to cast your vote instructions of the Chairman of the Meeting during
on any specific item, it will be treated as abstained. the AGM.
(xi) You may then cast your vote by selecting an appropriate (iii) E-voting during the AGM is integrated with the
option and click on “Submit”. VC platform and no separate login is required for
the same. The Members shall be guided on the
(xii) A confirmation box will be displayed. Click “OK” to process during the AGM.
confirm or else “CANCEL” to modify. Once you confirm,
you will not be allowed to modify your vote. During the (iv) Only those Members/Shareholders, who will be
voting period, Members can login any number of times present in the AGM through VC/OAVM facility and
till they have voted on the Resolution(s). have not cast their vote on the Resolutions through
remote e-voting and are otherwise not barred from
(xiii) Corporate/Institutional Members (i.e. other than doing so, shall be eligible to vote through e-voting
Individuals, HUF, NRIs, etc.) are required to send system in the AGM.
scanned certified true copy (PDF Format) of the
Board Resolution/ Authority Letter, etc., together with (v) Members who have cast their vote by remote
attested specimen signature(s) of the duly authorized e-voting prior to the AGM will also be eligible to
representative(s), to the Scrutinizer at e-mail ID: participate at the AGM but shall not be entitled to
[email protected] with a copy to cast their vote again.
67
Computer Age Management Services Limited
22.
Scrutinizer for e-voting and Declaration of DP ID and Client ID/folio number, PAN, Mobile number
Results: at [email protected] from 09.00 A.M. (IST)
M/s. B. Chandra and Associates, Practising Company on July 27, 2023 (Thursday) till 05.00 P.M. (IST) on
Secretaries, has been appointed as Scrutinizer to July 31, 2023 (Monday). Those Members who have
scrutinize the e-voting process as well as e-voting registered themselves as a speaker will only be allowed
during the AGM, in a fair and transparent manner. to speak/express their views/ask questions during the
AGM. The Company reserves the right to restrict the
The Scrutinizer will, after the conclusion of the e-voting number of speakers depending on the availability of
at the Meeting, scrutinise the votes cast at the Meeting time at the AGM.
and votes cast through remote e-voting, make a
consolidated Scrutinizer’s Report and submit the same By Order of the Board
to the Chairman of the Company or any other person
of the Company authorised by the Chairman, who shall Sd/-
countersign the same. The Results shall be declared Manikandan Gopalakrishnan
not later than two working days from conclusion of the Company Secretary
Meeting.
Registered Office:
The Results declared along with the consolidated New No. 10, Old No. 178,
Scrutinizer’s Report shall be hosted on the website of the M.G.R. Salai, Nungambakkam,
Company at www.camsonline.com and on the website Chennai-600034, Tamilnadu, India
of Link Intime at evoting.linkintime.com immediately CIN: L65910TN1988PLC015757
after the Results are declared and will simultaneously Email: [email protected]
be forwarded to BSE Limited and the National Stock Website: www.camsonline.com
Exchange of India Limited, where Equity Shares of the Place: Chennai
Company are listed. Date: June 16, 2023
68
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Mr. Sandeep Kagzi, Non-Executive Nominee Director of the Company, retires by rotation and being eligible, has offered
himself for re-appointment. Mr. Sandeep Kagzi has confirmed that he is not debarred from holding the office of Director
by virtue of any SEBI Order or any other such authority pursuant to circulars dated June 20, 2018 issued by BSE Limited
and the National Stock Exchange of India Limited pertaining to Enforcement of SEBI Orders regarding appointment of
Directors by listed companies.
Considering Mr. Sandeep Kagzi’s skills, competency , expertise and experience, the Board is of the opinion that it would
be in the interest of the Company to re-appoint him as a Director of the Company.
Information as required under Regulations 36(3) of the Listing Regulations and Clause 1.2.5 of the SS-2 is given hereunder:
Name of the Director Mr. Sandeep Ramesh Kagzi
DIN 08264768
Age 39 years
Date of First appointment on the Board 25/04/2022
Brief Resume, Qualification(s), Experience Mr. Sandeep is a Managing Director of Warburg Pincus India Private Limited.
and Nature of expertise in specific functional Prior to joining WP, he worked at J.P. Morgan in the Industrials Investment
areas, Recognition or awards. Banking Group in New York. He received a B.S., in Economics and Computer
Science from Duke University and an M.B.A. from the Stanford Graduate
School of Business, where he was an Arjay Miller Scholar.
Terms and conditions of appointment/ Liable to retire by rotation
re- appointment
Details of remuneration sought to be paid Nil
Details of remuneration last Drawn Nil
(F.Y. 2022- 23)
Shareholding in the Company Nil
Relationship with other Directors and Key Mr. Sandeep is not related to any of the Directors and KMPs of the Company
Managerial Personnel
Number of Board Meetings attended during 7
the Financial Year 2022-23
Directorships held in other Companies S. No. Company Designation
1. Warburg Pincus India Private Limited Managing Director
Chairmanship/ Membership of Board Nil
Committees of other Companies
Listed entities from which the Director has Nil
resigned in the past three years
The Board recommends the passing of Item No. 3 as an Ordinary Resolution for your approval.
None of the Directors, Key Managerial Persons (KMPs) of the Company or any relatives of such Director or KMPs, shall be
considered to be concerned or interested, financially or otherwise, in the said resolution except Mr. Sandeep Kagzi.
69
Computer Age Management Services Limited
The Members at the Annual General Meeting (‘AGM’) Besides the audit services, the Company would also
of the Company held on June 25, 2018, had approved obtain certifications from the Statutory Auditors under
appointment of M/s. Brahmayya and Co., Chartered various statutory regulations and certifications required
Accountants (Firm Registration No. 000511S), as the by clients, banks, statutory authorities, audit related
Statutory Auditors of the Company to hold office from services and other permissible non-audit services
the conclusion of the Thirtieth AGM till the conclusion of as required from time to time, for which they will be
the Thirty Fifth AGM of the Company to be held in the remunerated separately on mutually agreed terms,
year 2023. as approved by the Board in consultation with the
Audit Committee.
The term of office of M/s. Brahmayya and Co,
Statutory Auditors is expiring at the conclusion of the The Board, in consultation with the Audit Committee,
forthcoming Annual General meeting of the Company. may alter and vary the terms and conditions of
They have completed two terms and are not eligible for appointment, including remuneration, in such manner
reappointment. Based on the recommendation of the and to such extent as may be mutually agreed with the
Audit Committee at its meeting held on April 14, 2023, Statutory Auditors.
the Board has recommended to the shareholders at their
The Board recommends the passing of Item No. 5 as an
meeting held on May 06, 2023 the appointment of M/s.
Ordinary Resolution for your approval.
S R Batliboi and Associates LLP (ICAI Firm Registration
No. 101049W/E300004), as the statutory auditors of
None of the Directors, Key Managerial Persons (KMPs)
the Company after evaluating and considering various
of the Company or any relatives of such Director or
factors such as industry experience, competency of the
KMPs, shall be considered to be concerned or interested,
audit team, efficiency in conduct of audit, independence,
financially or otherwise, in the said resolution.
etc. for a term of five years from the conclusion of
Thirty fifth AGM till the conclusion of Fortieth AGM of SPECIAL BUSINESS
the Company, at a remuneration as may be mutually
(III) ITEM NO. 6
agreed between the Board and the Statutory Auditors.
In order to make the main object clause of the
M/s. S R Batliboi and Associates LLP have consented Memorandum of Association (“MOA”) to include
to their appointment as the Statutory Auditors and have activities permitted to be undertaken by a Payment
confirmed that the appointment, if made, would be Aggregator from time to time and based on the directions
within the limits specified under Section 141(3)(g) of the provided by the Reserve Bank of India in its In-Principle
Act and that they are not disqualified to be appointed approval letter dated 14.02.2023, it is proposed to
as the Statutory Auditors in terms of the provisions of modify the main object clause of the Memorandum of
Association of the Company to include the activities of
Section 139 and 141 of the Act, Chartered Accountants
Payment Aggregator.
Act, 1949, and the Rules framed thereunder.
Scope Proposed Fee A copy of the proposed MOA of the Company would
in ` Lakhs be available for inspection for the Members at the
Statutory audit of standalone 23.00 Corporate Office of the Company during the office
financial statement for the year hours on any working day, except Saturdays, Sundays
ending March 31, 2024 and public holidays, between 11.00 a.m. to 5.00 p.m.
Statutory audit of consolidated till the date of AGM. The aforesaid documents are also
financial statement for the year available for inspection at the AGM.
ending March 31, 2024
Limited Review for three quarters 11.25 The Board recommends the passing of Item No. 6 as a
Total 34.25 Special Resolution for your approval.
70
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
None of the Directors, Key Managerial Persons (KMPs) of the Act along with sitting fees for attending Board /
of the Company or any relatives of such Director or Committee meetings, effective from the Financial Year
KMPs, shall be considered to be concerned or interested, 2023-24 as laid down below.
financially or otherwise, in the said resolution.
• Mr. D K Mehrotra, Chairman: ` 30,00,000/- per annum
71
Computer Age Management Services Limited
Board’s Report
Dear Members,
Your Directors are pleased to present the Company’s Thirty Fifth Annual Report and audited financial statements for the year
ended March 31, 2023.
1. FINANCIAL HIGHLIGHTS
The highlights of the Consolidated and Standalone Financial Results are as follows:
Consolidated Standalone
For the For the For the For the
Particulars
FY 2022-23 FY 2021-22 FY 2022-23 FY 2021-22
In ` Lakhs In ` Lakhs In ` Lakhs In ` Lakhs
Revenue from Operations 97,183 90,967 92,862 86,377
Other Income 2,681 1,727 2,115 3,976
Total Income 99,864 92,694 94,977 90,353
Operating expenses 47,034 41,474 45,245 40,950
Other expenses 8,025 7,080 7,091 6,416
Operating Profit 44,804 44,140 42,641 42,987
Depreciation 6,025 5,162 5,420 4,740
Interest 761 713 667 662
Profit Before Tax 38,019 38,265 36,555 37,584
Tax Expenses 9,555 9,570 9,101 8,643
Profit for the year 28,463 28,695 27,454 28,941
Other Comprehensive Income 21 41 (11) 104
Total Comprehensive Income for the year 28,442 28,736 27,443 29,046
Earnings per Equity Share
Basic 58.26 58.73 56.07 59.23
Diluted 57.88 58.41 55.71 58.91
Other Equity (including retained earnings) 73,273 59,873 67,906 55,567
Cash and Cash Equivalents and Investments 48,101 37,905 59,307 47,983
(excluding customer collection accounts & lien
deposits and including subsidiary investments in the
case of standalone)
2. OVERVIEW OF PERFORMANCE The year has been generally robust for mutual fund
During FY2022-23, the consolidated revenue from Industry, with significant growth in key metrics -
operations of the Company was at ` 97,183 lakhs as transactions, AUM & SIPs – both count & collections.
against ` 90,967 lakhs in the previous year. The Profit SIP new registrations also continued the unabated
Before Tax was ` 38,019 lakhs as against the previous growth trend. The industry also launched new products
year PBT of ` 38,265 lakhs. The Earnings Per Share across the board during the year. New offerings have
was ` 58.26 as against the previous year which was at come in the form of flexicap funds, multicap funds,
` 58.73 per share. FoFs, ETFs and index funds.
72
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
The year witnessed the capital markets weighing- as per the scheme is 14,62,800. Out of the same
in the impact of various macroeconomic events like 12,56,049 options have already been issued and
the Russia-Ukraine war, high inflation, increasing 2,33,596 shares have been issued against the exercise
commodity prices and crypto currency crash and of the vested options.
reports of China Covid surge. However, the MF
Industry remained buoyant and continued to make new 4. RESERVES
highs and the Assets Under Management (AUM) of the The Company does not propose to transfer any amount
industry crossed a record ` 40 lakh crore during the to the Reserves.
year and was close to this level as of March 31, 2023.
The number of folios also hit a record high and was at 5. DIVIDENDS
5.74 crore as of March 31, 2023. CAMS transaction
The Company has a Dividend Distribution Policy
volumes were close to 500 million transactions valued
approved by the Board on November 4, 2022, containing
at about ` 150 trillion which is a record high.
the requirements prescribed in Regulation 43A of the
SEBI (Listing Obligations & Disclosure Requirements)
Considering the focus of the industry, the strong
Regulations, 2015 (“SEBI LODR Regulations”).
regulatory framework, the digitalisation of the modes
The Dividend Distribution Policy is as also available
of investments, the enhanced growth in the corporate
on the website of the Company at the web-link:
earnings, higher disposable income, and investable
https://digital.camsonline.com/cams/documents/
household surplus, it is felt that the mutual fund industry
policies/Dividend%20Distribution%20Policy.pdf.
is on a strong footing, and there is strong reason to
believe that the products and services offered by the During the year, your Directors declared and paid
industry would see rapid uptake in coming years. three interim dividends totaling ` 25.75/- per equity
share on the dates specified below. The Directors are
SIP continues to be a popular investment mode and also recommending a final dividend of ` 12/- per equity
the inflows from the SIPs have resulted in significant share at the face value of ` 10/-. This will be paid subject
expansion of the market during the year. The to the same being approved by the shareholders at
Systematic Investment Plan (SIP) accounts were at a the Annual General Meeting scheduled to be held on
record 6.36 crore as on March 31, 2023. MF penetration August 7, 2023.
also increased significantly due to the digital modes
available for the investment. There were several New Details of Interim Dividend Paid:
Fund Offers (NFO) launched during the year which Particulars Approval Payment Dividend Dividend
were well received by the market. Though the recent Date Date per equity paid
changes in the taxability relating to long term capital share
gain are expected to impact the attractiveness of the First Interim 05.08.22 26.08.22 6.75 33,02,87,227
debt funds, expansion of the investment horizon will Dividend
also play a critical role in providing a fillip to the industry.
Second 04.11.22 28.11.22 8.50 41,59,17,249
Interim
The company continues to make significant progress
Dividend
in operational excellence and the recent customer
Third Interim 07.02.23 24.02.23 10.50 51,37,80,131
satisfaction survey showed a response of 96.1% of the
Dividend
respondents stating it as very satisfied/satisfied.
25.75 125,99,84,607
3. SHARE CAPITAL
There were no changes to the authorized share capital 6. IMPACT OF COVID-19
during the year. The issued capital as of March 31, With normalcy returning post the Covid waves, the
2023, was ` 48,99,35,960/- as against ` 48,90,34,700/- company started full operations from the offices and the
during the previous year. The enhancement in the work from home model was discontinued. However, we
paid-up capital is due to the allotment of shares to the are seeing reports of surge in COVID, with the country
employees against the conversion of the ESOP which logging increasing number of cases every week. This
has become vested to them during the year. is but a trigger that demands meticulous preparation
for our business operations. The company is closely
The Company has an Employees Stock Option Plan monitoring the situation and is fully prepared for
under which the total quantum of options approved handling the situation that may arise.
73
Computer Age Management Services Limited
7. STATE OF THE COMPANY’S AFFAIRS operations which are funded through internal accruals.
Your Company serves as the technology enabled It is not availing any kind of working capital facility from
service solutions partner to Mutual Funds and Private the Banks or financial institutions. As on March 31,
Equity Funds. It also provides electronic payment 2023, the consolidated liquidity position of the Company
solutions, fully automated software solutions for was ` 48,101 lakhs [excluding Fixed Deposit(s) under
seamless reconciliation for complex activity of payments Lien of ` 118 lakhs for issue of Guarantee by Banks] as
and settlements and Facility for Banks and NBFCs for against ` 37,905 lakhs as on March 31, 2022 [excluding
lien marking against mutual fund units. The Company Fixed Deposit(s) under Lien of ` 2,067 lakhs for issue of
also extends the facility of call center operations to Guarantee by Banks].
its various clients and acts as Depository Participant
9. SUBSIDIARY COMPANIES
for Investors. Being a Central Recordkeeping Agency
(CRA), it caters to the NPS investors. Through its a) Wholly owned subsidiaries
subsidiaries it provides the following services: CAMS Insurance Repository Services Limited
(“CAMS REP”) is licensed by IRDAI to offer
Insurance Repository services and outsourcing
Insurance Repository services to Insurance policy
services for insurance companies
holders. The Company has developed outsourcing
Account Aggregator services solutions for new business processing and policy
holder services for insurance companies. CAMS
Software services for the AMCs and services as
REP serves leading Life, Health, and General
a Technology Service Provider for entities in the
insurance companies. It has also launched industry
Account Aggregator platform
first “PolicyGenie Deep Contact Tracing product”,
Know Your Customer (KYC) registration services an efficient and cost-effective solution leveraging
as a registered KYC Registration Agency (“KRA”) emerging digital technologies.
Payment Aggregator services for AMCs, Insurance
CAMS Investor Services Private Limited (“CAMS
companies and NBFCs
KRA”) is registered with Securities and Exchange
Board of India as a KYC Registration Agency and
The Company is registered with the Securities and
is licensed for implementation of SEBI’s vision of
Exchange Board of India (SEBI) to provide Registrar &
a harmonized KYC process. During the year, it
Transfer Agency services to Mutual Funds. It has been
crossed a milestone of having more than 10 million
classified as a Qualified Registrar and Transfer Agent
KYC records.
(QRTA) as it manages more than 2 million folios. The
company is regulated by the Pension Fund Regulatory
Sterling Software Private Limited (“SSPL”) is the
and Development Authority for the CRA Operations and
software development arm for the group and brings
by Reserve Bank of India for its payment aggregator
high specialization in building technology solutions
business. The subsidiaries of the company are
for financial services domain. SSPL during the
also registered with sectoral regulators, details of
year has developed appropriate solutions for use
which is furnished as part of this report. As regulated
by entities accessing data through the Account
organizations, the Company and its subsidiaries bring
Aggregator platform.
the highest standards of service delivery and adherence
to regulations. CAMS Financial Information Services Private
Limited (“CAMS FIS”) is carrying on the business
Information on the operational and financial performance of “Account Aggregator”. The Company has
among others is provided in the Management Discussion received the Certificate of Registration from
and Analysis Report (“MD&A Report”) which forms part Reserve Bank of India (“RBI”) as a Non-Banking
of the Annual Report and is in accordance with the SEBI Finance Company – Account Aggregator and has
LODR Regulations. commenced commercial operations.
74
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
being carried out by CAMS will be taken over by this In accordance with the third proviso to Section
subsidiary subject to various regulatory approvals. 136(1) of the Act, the Annual Report of the
Company, containing therein its Standalone and the
b) Other subsidiaries Consolidated Financial Statements are available
Fintuple Technologies Private Limited on the Company’s website at the web-link:
(“Fintuple”) is providing the digital layer of h t t p s : / / w w w. c a m s o n l i n e . c o m / a b o u t - c a m s /
infrastructure to all aspects of the asset shareholder-relations/annual-report
management industry through a single source
including data & insights, onboarding of investors, Any Shareholder who may be interested in
know your customer, marketing, portfolio analytics, obtaining a copy of the aforesaid documents may
transactions & execution, and ancillary services. write to the Company Secretary at the Company’s
CAMS owns 53.99 % of the issued capital of Corporate Office. Further, the said documents will
the company. be available for examination by the Shareholders
of the Company at its Registered Office during all
Sterling Software (Deutschland) Gmbh – which
working days except Saturday, Sunday, Public
was a wholly owned subsidiary of Sterling Software Holidays and National Holidays, between 10.00
Private Limited has been deleted from the German AM to 12.00 Noon up to the date of the ensuing
commercial register with effect from November 15, Annual General Meeting.
2022 and has ceased to exist from the above date.
10. RELATED PARTY TRANSACTIONS
Think Analytics India Private Limited (TAIPL)
During the year under review, the contracts and
On April 04, 2023, the Company acquired 55.42% arrangements with subsidiaries have been entered into
share capital of TAIPL, which has become a by the Company in its ordinary course of business and at
subsidiary from the above date. TAIPL offers arm’s length. These Related Party Transactions (“RPT”)
Software as a Service (SaaS) based products and were not material transactions under Regulation 23 of
data science services to its customers in India the Listing Regulations.
and abroad and is in the process of launching
analytical solutions suitable for use with the There were no materially significant related party
Account Aggregator framework. transactions with the Promoters, Directors, and Key
Managerial Personnel, which may have a potential
Think Analytics Consultancy Services Pvt. Ltd conflict with the interest of the Company at large. Given
& Think 360 AI, Inc. based in Ohio, USA that the Company does not have anything to report
pursuant to Section 134(3)(h) of the Act read with Rule
The above companies are the subsidiaries of
8(2) of the Companies (Accounts) Rules, 2014 in Form
TAIPL and have become step down subsidiaries of
No. AOC- 2, the same is not provided.
the company with effect from April 04, 2023.
A report on the performance and financial position The attention of members is drawn to Note No. 31 to the
of the subsidiaries whose financial statements Standalone Financial Statements which sets out related
are considered for preparation of Consolidated party disclosure.
Financial Statements of the Company as per the
Act (in the prescribed format i.e., “Form AOC- The RPT Policy as approved by the Audit Committee and
1”) is provided as Annexure to the Consolidated the Board is available on the website of the Company:
Financial Statements. https://digital.camsonline.com/cams/documents/policies/
Related%20Party%20Transactions%20Policy.pdf
The policy for determining material subsidiaries as
approved by the Board may be accessed on the 11. LOANS, GUARANTEES AND INVESTMENTS
Company’s website at the web-link: IN SECURITIES
https://digital.camsonline.com/cams/documents/ Details of investments made by the Company as on
policies/Policy%20on%20Material%20 March 31, 2023, in the subsidiaries and investment of
Subsidiaries.pdf surplus funds in Mutual Funds and Bank deposits made
in the regular course of the business have been included
None of the subsidiaries of the Company fall under in Notes of the Standalone Financial Statements. Other
the category of material subsidiary. than above, the Company has not given loans, made
75
Computer Age Management Services Limited
76
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
15.
P ERFORMANCE EVALUATION OF THE control system is supplemented by Internal audits. An
BOARD, COMMITTEES, AND INDIVIDUAL external audit firm carries out the Internal Audits. The
DIRECTORS Audit Committee of the Board of Directors reviews the
The Companies Act, 2013 and the SEBI LODR reports of the Auditors at the quarterly meetings.
Regulations stipulate the evaluation of the performance
of the Board, its Committees, Individual Directors, and A Risk Management Policy for identification, assessment,
the Chairperson. measurement, and reporting of business risks faced
by the Company is in place. The Risk Management
The Company has formulated a Board Evaluation Committee oversees the Risk Management framework
template for performance evaluation of the Independent on a periodic basis. There is a designated Chief Risk
Directors, the Board, its committees, and other individual Officer and the risk Control and Mitigation mechanisms
Directors which includes criteria for performance are tested for their effectiveness on regular intervals.
evaluation of the Non-Executive Directors and Executive
Directors. 17. AUDIT COMMITTEE
The Board has constituted an Audit Committee
The template provides the criteria for assessing the comprising of the following Directors and during the
performance of Directors and comprises of various key year under review, all recommendations of the Audit
areas such as attendance at Board and Committee Committee were accepted by the Board.
Meetings, quality of contribution to Board discussions
Mr. Natarajan Srinivasan - Chairman
and decisions, strategic insights, or inputs regarding
future growth of the Company and its performance, Mr. Dinesh Kumar Mehrotra
ability to challenge views in a constructive manner, Mrs. Vijayalakshmi Rajaram Iyer
knowledge acquired regarding the Company’s
business/ activities, understanding of industry and Mr. Sandeep Ramesh Kagzi
global trends, etc.
18. AUDITORS
The evaluation involves self-evaluation by the Board (i) Statutory Auditors
Member and subsequent assessment by the Board of M/s. Brahmayya & Co., Chartered Accountants
Directors. A member of the Board will not participate in (ICAI Firm Registration No.000511S), were
the discussion of his/her evaluation. appointed as Statutory Auditors of the Company at
the 30th Annual General Meeting (“AGM”) to hold
The formal Board evaluation as mandated under the office for a period of five years, commencing from
Companies Act and SEBI LODR Regulations has been the conclusion of the 30th AGM held on June 25,
carried out during the year. 2018, till the conclusion of the 35th AGM of the
Company to be held in the year 2023. The Auditor’s
16.
I NTERNAL FINANCIAL CONTROLS AND Report annexed to the financial statements for the
RISK MANAGEMENT year under review issued by M/s. Brahmayya &
The Company has in place adequate internal financial Co does not contain any qualification, reservation,
controls commensurate with the nature and size of the adverse remark, or disclaimer.
business activity and with reference to the financial
statements. The controls comprise of policies and As the term of the existing auditor is getting
procedures for ensuring orderly and efficient conduct completed at the forthcoming Annual General
of the Company’s business, including adherence to its Meeting and they are not eligible for reappointment,
policies, the safeguarding of its assets, the prevention the Board of Directors at their meeting held
and detection of frauds and errors, the accuracy and on May 06, 2023 has recommended to the
completeness of the accounting records and the timely shareholders the appointment of M/s. S.R. Batliboi
preparation of reliable financial information. and Associates LLP as the statutory auditors for a
period of five years who shall hold office up to the
The Company has also secured Service Organization conclusion of the 40th Annual General Meeting of
Control Compliance SOC 1 in accordance with SSAE the Company. The same is being placed before the
16 and SOC 2 under AICPA. The Company is also ISO shareholders for their consideration and approval.
9001-2008 and ISO 27001 certified. The internal financial
77
Computer Age Management Services Limited
(ii) Secretarial Auditors The policy is available on the website of the Company at
The Company has appointed Ms. B. Chandra, the link:
Practicing Company Secretary (Certificate of h ttps://digital.camsonline.com/cams/documents/
Practice No. 7859), to conduct Secretarial Audit as policies/Nomination%20and%20Remuneration%20
per the requirements of Section 204(1) of the Act Policy.pdf
read with Rule 9 of the Companies (Appointment
and Remuneration of Managerial Personnel) 22. WHISTLE BLOWER POLICY
Rules, 2014. In accordance with Section 177(9) of the Companies
Act, 2013 read with Rule 7 of the Companies (Meetings
The Secretarial Audit Report in Form MR-3 for of Board and its Powers) Rules, 2014 and Regulation
the financial year under review, as received from 22 of the SEBI LODR Regulations, the Company has
Ms. B. Chandra, Practicing Company Secretary is adopted a Whistle Blower Policy which provides for
attached as an Annexure to the Board’s Report. adequate safeguards against victimization of persons
who use Vigil Mechanism and make provision for direct
19. CORPORATE SOCIAL RESPONSIBILITY access to the Chairperson of the Audit Committee.
The company is committed to increasing its Corporate
Social Responsibility (CSR) impact with an aim of The policy is available on the website of the Company at
playing a bigger role in the sustainable development the link:
of our society. In pursuit of this objective, a Corporate h ttps://digital.camsonline.com/cams/documents/
Social Responsibility (CSR) Committee has been policies/Whistle%20Blower%20Policy.pdf
formed by the Company which oversees the activities
relating to activities supporting the social and 23. CONSERVATION OF ENERGY, TECHNOLOGY
environmental causes. ABSORPTION, AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The Company has in place a Corporate Social
The in respect of conservation of energy, technology
Responsibility Policy pursuant to the provisions of
Section 135 of the Companies Act, 2013 read with absorption and foreign exchange earnings and outgo,
the Companies (Corporate Social Responsibility as required under sub-section (3) (m) of Section 134 of
Policy) Amendment Rules, 2021. The policy is the Companies Act, 2013 read with Rule (8)(3) of the
available on the website of the Company at the link: Companies (Accounts) Rules, 2014 are given as under:
https://digital.camsonline.com/cams/documents/
financial_information/CSR%20Policy.pdf (i)
Conservation of energy – The Company’s
operations are not energy intensive. Adequate
The initiatives undertaken by your Company during measures have been taken to conserve energy
the year have been detailed in CSR Section of the wherever possible.
Annual Report. The Annual Report on CSR activities
in accordance with the Companies (Corporate Social (ii) Technology absorption – The Company employs
Responsibility Policy) Amendment Rules, 2021, is set a homegrown platform in its operations and uses
out herewith as Annexure to this Report. appropriate technology in its maintenance and
improvements.
20. RISK MANAGEMENT POLICY
The Company has in place a Risk Management (iii)
Foreign exchange earnings and outgo – The
Policy which contains the risk management principles, information on foreign exchange earnings and
risk governance structure and the risk management outgo is furnished in Note No. 30 of the Standalone
framework. The policy is available on the website of Financial Statements.
the Company at the link: https://digital.camsonline.com/
cams/documents/policies/Risk%20Management%20 24. CORPORATE GOVERNANCE
Policy.pdf Your Company is committed to maintaining the best
standards of Corporate Governance and has always
21. NOMINATION AND REMUNERATION POLICY tried to build the maximum trust with shareholders,
In accordance with Section 178 of the Companies Act, employees, customers, suppliers, and other
2013 and the SEBI LODR Regulations the Company has stakeholders.
a Board approved Nomination and Remuneration Policy.
78
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
A Report on Corporate Governance along with f)
the Directors have devised proper systems
a Certificate from the Secretarial Auditors of the to ensure compliance with the provisions of
Company regarding compliance with the conditions of all applicable laws and that such systems are
Corporate Governance as stipulated under Schedule adequate and operating effectively.
V of the SEBI LODR Regulations forms part of the
Annual Report. 28.
S IGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS OR COURTS
25. B U S I N E S S RESPONSIBILITY AND During the year under review, no significant / material
SUSTAINABILITY REPORT orders were passed by the regulators or the Courts or
Pursuant to Regulation 34 of the SEBI LODR the Tribunals impacting the going concern status and
Regulations, Business Responsibility and Sustainability the Company’s operations in future.
Report for the year is presented in a separate section
forming part of the Annual Report. 29. LISTING WITH STOCK EXCHANGES
The Company is listed in BSE Limited and National
26. ANNUAL RETURN Stock Exchange of India Limited. The Company
As per the provisions of Section 92(3) of the Act has paid the Annual Listing Fees applicable to both
read with Rule 12 of the Companies (Management these Exchanges.
and Administration) Rules, 2014 as amended from
time to time, the Annual Return of the Company has 30.
U N PA I D D I V I D E N D A N D I N V E S TO R
been placed on the website of the Company and can EDUCATION AND PROTECTION FUND (IEPF)
be accessed: https://digital.camsonline.com/cams/ The Company has displayed on its website the details
documents/annual_return_form/MGT-7.pdf of unpaid dividend in accordance with Section 124(2) of
the Companies Act, 2013. During the year under review,
27. DIRECTOR’S RESPONSIBILITY STATEMENT the Company has not transferred any amount to the
IEPF as no amounts were due to be transferred.
In accordance with Section 134(5) of the Companies
Act, 2013, your Directors state that:
31. PREVENTION OF SEXUAL HARASSMENT OF
a)
in the preparation of the annual accounts for WOMEN AT WORKPLACE
the year ended March 31, 2023, the applicable The Company has in place an appropriate Policy
accounting standards have been followed and on Prevention of Sexual Harassment of Women
there are no material deviations from the same. at Workplace in accordance with the provisions of
The Sexual Harassment of Women at Workplace
b) they have selected such accounting policies and (Prevention, Prohibition and Redressal) Act, 2013, to
applied them consistently and made judgments prevent sexual harassment of its employees. Internal
and estimates that are reasonable and prudent so Complaints Committee has been set up to redress
as to give a true and fair view of the state of affairs complaints received on sexual harassment.
of the Company as of March 31, 2023, and of the
profit of the Company for year ended on that date. The Policy has been communicated internally to all
employees and is made available on the Company’s
c) they have taken proper and sufficient care for the Intranet Portal. During the year, no cases were reported
maintenance of adequate accounting records in and there were no cases pending as on March 31, 2023.
accordance with the provisions of the Companies
Act, 2013 for safeguarding the assets of the 32. EMPLOYEE STOCK OPTIONS
Company and for preventing and detecting fraud The Company has an Employee Stock Option Plan for
and other irregularities. the Employees of the Company and its Subsidiaries
named as “CAMS Employee Stock Option Plan,
d) t
hey have prepared the annual accounts on a 2019”. The Plan is in compliance with the SEBI (Share
going concern basis. Based Employee Benefits) Regulations, 2014 and is
administered by the Nomination and Remuneration
e) they have laid down Internal Financial Controls to Committee of the Board constituted by the Company
be followed by the Company and that such Internal pursuant to the provision of Section 178 of the
Financial Controls are adequate and are operating Companies Act, 2013. The scheme has been approved
effectively; and by the shareholders on July 29, 2021.
79
Computer Age Management Services Limited
The details of the Employee Stock Options Plan forming financial year of the Company i.e., March 31, 2023, and
part of the Notes to accounts of the Financial Statements as on the date of this Board’s Report.
in this Annual Report and available on our website
www.camsonline.com No disclosure is required in respect of the details relating
to the deposits under Chapter V of the Companies Act,
33. P
ARTICULARS OF EMPLOYEES AND RELATED 2013 as the Company has not accepted any deposits.
DISCLOSURES
The information required pursuant to Section 197(12) The Company is not required to maintain cost records
of the Companies Act, 2013 read with Rule 5(1) under Section 148 of the Companies Act, 2013.
of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is also enclosed as 36. ACKNOWLEDGEMENTS
an Annexure to this Report. Your Directors wish to thank the Asset Management
Companies, Private Equity Funds, Banks, NBFCs,
The information pursuant to Section 197(12) of the Insurance Companies and the Bankers with whom the
Companies Act, 2013 read with Rule 5(2) & 5(3) of Company is having a business relationship and look
the Companies (Appointment and Remuneration of forward to their continued support.
Managerial Personnel) Rules, 2014 pertaining to the
top ten employees in terms of remuneration drawn and Your Directors would also like to thank Ministry of
their other details also form part of this report. However, Corporate Affairs, Securities and Exchange Board of
the report and the accounts are being sent to the India, Reserve Bank of India, Insurance Regulatory and
members excluding the aforesaid annexure. In terms of Development Authority of India, Unique Identification
Section 136 of the Act, the said annexure is open for Authority of India and Pension Fund Regulatory
inspection at the Registered Office of the Company. Any and Development Authority for their guidance and
shareholder interested in obtaining a copy of the same support during the year and look forward for their
may write to the Company Secretary. support in future. Your Directors also wish to thank the
shareholders, Stock Exchanges and Depositories for
34. SECRETARIAL STANDARDS their continued support and cooperation.
During FY 2022-23, the Company has complied with
applicable Secretarial Standards issued by the Institute Your Directors also wish to place on record their
of the Company Secretaries of India. appreciation of the concerted efforts by all the employees
in extending full support in implementing various plans
35. OTHER DISCLOSURES for the growth of your Company.
80
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
ANNEXURE 1
PARTICULARS OF REMUNERATION
B. The percentage increase in remuneration of each E. Average percentiles increase already made in the
Director, Managing Director, Chief Financial Officer, salaries of employees other than the managerial
Company Secretary in the financial year: personnel in the last financial year and its comparison
with the percentile increase in the managerial
Directors/KMPs % increase in
remuneration and justification thereof and point
remuneration
in the financial out if there are any exceptional circumstances for
year increase in the managerial remuneration:
Directors (Note 1 & 2) The increase in the remuneration of the managerial
personnel is in accordance with the remuneration policy
Mr. Dinesh Kumar Mehrotra
of the company and is in the same range as the increase
Mr. Natarajan Srinivasan
in the salaries of employees other than the managerial
Not
Mrs. Vijayalakshmi Rajaram Iyer personnel.
applicable
Mr. V S Rangan
Mr. Narendra Ostawal F. Affirmation that the remuneration is as per the
remuneration policy of the Company:
Mr. Sandeep Kagzi (for part of the year)
The Company affirms that the remuneration paid are as
Managing Director, Chief Financial per the Remuneration Policy of the Company.
Officer and Company Secretary (Note 3)
Mr. Anuj Kumar 10.26%
Mr. Ramcharan S R 16.33%
Mr. G Manikandan 4.71%
81
Computer Age Management Services Limited
G. Statement containing particulars of employees as required under Section 197(12) of the Act read with Rule 5(2)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:
This statement is provided in a separate annexure forming part of this report. This report and the accounts are being
sent to the members excluding the aforesaid annexure. In terms of Section 136 of the Act, the said annexure is open for
inspection at the Registered Office of the Company. Any shareholder interested in obtaining a copy of the same may write
to the Company Secretary.
Sd/-
Dinesh Kumar Mehrotra
Place: Chennai Chairman
Date: May 06, 2023 DIN: 00142711
82
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
ANNEXURE 2
FORM AOC-1
Notes:
1. Name of subsidiaries yet to commence business operations: CAMS Payment Services Private Limited
2. Names
of subsidiaries which have been liquidated or sold during the year: **Sterling Software (Deutschland) GmbH
liquidated with effect from November 15, 2022.
3. Reporting period for all subsidiaries is April 01, 2022 to March 31, 2023.
Sd/-
Dinesh Kumar Mehrotra
Place: Chennai Chairman
Date: May 06, 2023 DIN : 00142711
83
Computer Age Management Services Limited
ANNEXURE 3
To
The Members,
Computer Age Management Services Limited
New No.10, Old No.178, M.G.R.Salai,
Nungambakkam Chennai 600034
1. Maintenance of secretarial record is the responsibility of the management of the company. My responsibility is to express
an opinion on these secretarial records based on our audit.
2. I 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. I believe that the processes and practices, I followed provide a reasonable basis for
our opinion.
3. I have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.
4. Where ever required, I have obtained 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.
7. Due to the inherent limitations of an audit including internal, financial and operating controls, there is an unavoidable risk
that some misstatements or material non-compliances may not be detected, even though the audit is properly planned
and performed in accordance with the Standards
Sd/-
Name of Company Secretary in Practice:
B Chandra
Place: Chennai ACS No.: 20879
Date: May 06, 2023 C P No.: 7859
84
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
To v.
Central Depository Services (India) Limited - Bye
The Members, Laws & Rules (Depository Participant and RTA) and
Computer Age Management Services Limited amendments thereof
New No.10, Old No.178, M.G.R.Salai
vi. The Prevention of Money Laundering Act 2002, PMLA
Nungambakkam
Rules & amendments thereof
Chennai 600034
vii.
SEBI (Intermediaries) Regulations 2008 &
Dear Sir / Madam, amendments thereof
viii. SEBI (KYC Registration Agency) Regulations 2011 and
I, B Chandra, Practising Company Secretary had conducted
amendments thereof
the secretarial audit of the compliance of applicable statutory
provisions and the adherence to good corporate practices ix. Foreign Exchange Management Act and the regulations,
by Computer Age Management Services Limited bearing to the extent applicable;
CIN L65910TN1988PLC015757 (hereinafter called the
x.
The Securities and Exchange Board of India
company). Secretarial Audit was conducted in a manner
(Substantial Acquisition of Shares and Takeovers)
that provided me a reasonable basis for evaluating the
Regulations, 2011;
corporate conducts/statutory compliances and expressing
our opinion thereon. xi. The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 1992
Based on our verification of the Company’s books, papers, and The Securities and Exchange Board of India
minute books, forms and returns filed and other records (Prohibition of Insider Trading) Regulations 2015;
maintained by the Company and also the information
xii. The Securities and Exchange Board of India (Listing
provided by the Company, its officers, agents and authorised
obligations and Disclosure Requirements) Regulations
representatives during the conduct of secretarial audit, I
2015;
hereby report that in our opinion, the Company has, during the
audit period covering the financial year ended on March 31, xiii. Securities and Exchange Board of India (Share Based
2023, complied with the statutory provisions listed hereunder Employee Benefits) Regulations, 2014
and also that the Company has proper Board-processes and
compliance-mechanism in place to the extent, in the manner I am informed that the Company, during the year, was
and subject to the reporting made hereinafter: not required to comply with the following regulations and
consequently not required to maintain any books, papers,
I have examined the books, papers, minute books, forms and minute books or other records or file any forms/ returns under:
returns filed and other records maintained by the Company
a. The Securities and Exchange Board of India (Buy back
for the financial year ended on March 31, 2023, according to
of Securities) Regulations, 2018;
the provisions of:
b.
Securities and Exchange Board of India (Issue and
i. The Companies Act, 2013 (the Act) and the rules made
Listing of Non- Convertible and Redeemable Preference
there under;
Shares) Regulations, 2013
ii.
The Securities Contracts (Regulation) Act, 1956
c. The Securities and Exchange Board of India (Issue and
(‘SCRA’) and the rules made there under;
Listing of Debt securities) Regulations 2018
iii. SEBI Registrars to an Issue and Share Transfer Agent
d. The Securities and Exchange Board of India (Issue of
Regulations, 1993 and amendments thereof
Capital and Disclosure Requirements) Regulations, 2018
iv.
National Securities Depository Limited - Bye Laws
Based on the study of the systems and processes in place
& Rules (Depository Participant and RTA) and
and a review of the reports of the Compliance officers
amendments thereof
85
Computer Age Management Services Limited
placed before the Board of Directors of the Company were no dissenting votes from any Board member that
and a confirmation given by the Management about the was required to be captured and recorded as part of the
Compliances of other applicable laws, I report that the minutes.
Company has complied with the provisions of all applicable
statutes including normally applicable labour laws. In I further report that there are adequate systems and
addition, the Company has complied with the following processes in the Company commensurate with the size and
specific statutes and the rules made there under to the extent operations of the Company to monitor, report deviations to
they are applicable to them: the Board, take corrective actions and ensure compliance
with applicable laws, rules, regulations and guidelines.
1. AMFI Guidelines and Norms for Intermediaries
I further report that during the year under review :
2. AMFI Registered Mutual Fund Advisors (ARMFA)
a)
The Board of Directors had approved acquisition of
3. Tamil Nadu Municipal Laws (Second Amendment) Act,
51% stake in Fintuple Technologies Private Limited
1998 The Aadhaar (Targeted Delivery of Financial and
(‘Fintuple’) by way of primary and secondary acquisition
Other Subsidies, Benefits and Services) Act, 2016 &
and the said company became a subsidiary from
5.4.2022
4.
The Information Technology Act 2000 and The
Information Technology (Reasonable Security Practices
b) The Company has allotted 27,971 Equity shares of ` 10/-
and Procedures and Sensitive Personal Data or
each dated 20.04.22 and 62,155 equity shares of ` 10/-
Information) Rules, 2011
each were allotted on 20.09.2022, to the employees of
the company pursuant to exercise of options under its
5.
PFRDA(Central Record Keeping Agency)
Employees Stock Option Scheme 2019.
Regulations 2015
c) The Company had entered into definitive agreements
I have also examined compliance with the applicable clauses
with the founders of and with Think Analytics India Private
of the following:
Limited (‘TAIPL’) to make a strategic investment by way
(i)
Secretarial Standards issued by The Institute of of a secondary acquisition amounting to 55.42% of the
Company Secretaries of India. total paid-up share capital of TAIPL and the transaction
was completed on 4.4.2023, resulting in Think Analytics
During the period under review the Company has complied Consultancy Services Private Limited and Think360 AI,
with the provisions of the Act, Rules, Regulations, Guidelines, Inc. two subsidiaries of TAIPL, becoming step down
Standards, etc. mentioned above subsidiaries of the Company
a.
The Board of Directors of the Company is duly
d) The Company has received the in-Principle authorization
constituted with proper balance of Executive Directors,
dated February 14, 2023 from Reserve Bank of India
Non-Executive Directors and Independent Directors.
to operate as a Payment Aggregator (‘Authorization’)
b. Adequate notice is given to all the directors to schedule under the Payment and Settlement Systems Act, 2007.
the Board Meetings, agenda and detailed notes on
Sd/-
agenda were sent at least seven days in advance,
Name of Company Secretary in Practice:
and a system exists for seeking and obtaining further
B Chandra
information and clarifications on the agenda items
ACS No.: 20879
before the meeting and for meaningful participation at
C P No.: 7859
the meeting.
Place: Chennai UDIN A020879E000236380
c. Based on the minutes made available to us, I report Date: May 06, 2023 PEER REVIEW NO 602/2019
that Majority decision is carried through and that there
86
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
ANNEXURE 4
THE ANNUAL REPORT ON CSR ACTIVITIES
OF THE COMPANY FOR THE FINANCIAL YEAR 2022-23
The key focus area of the company covers- Education and Vocational Training, Healthcare, Care for Disabled and
Destitute, Social Welfare Projects, Investor protection, Awareness and Education on Best Practices, Sports and Disaster
Relief or Disaster Management.
3. Provide the web-link where Composition of CSR and ESG committee, CSR Policy and CSR projects approved by the
board are disclosed on the website of the Company - www.camsonline.com
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-
7. (a) Two percent of average net profit of the company as per Section 135(5) – ` 5,54,21,000/-
(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years – NIL
(c) Amount required to be set off for the financial year, if any – ` 13,528/-
(d) Total CSR obligation for the financial year (7a+7b+7c) – ` 5,54,07,472/-
87
Computer Age Management Services Limited
9. (a) Details of Unspent CSR amount for the preceding three financial years – NIL
(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 – Not Applicable
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
88
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
SL. Name of the Project Item from the list of Local area Location of Amount Mode of Mode of Implementation - Through
No. activities in Schedule (Yes/No) the project spent for implementation Implementing Agency
VII to the Act State District the project Direct Name CSR
(in `) (Yes/No) Registration
number
Providing healthcare Medical Research
1 Yes Tamil Nadu Chennai 43,76,098 No CSR00002623
facility for the rural people Foundation
providing medical Support
Rotary club of
for Heart surgery of
2 Yes Tamil Nadu Chennai 4,84,000 No Madras South CSR00004990
children with Congenital
Charitable Trust
heart disease
providing medical
treatment for those promoting health care
3 Yes Tamil Nadu Chennai 15,96,000 No Dean Foundation CSR00000401
suffering from life-limiting including preventive
illness health care
Providing healthcare to
4 Yes Tamil Nadu Chennai 11,25,000 No Direct CSR00001120
Diabetic patients
Providing Healthcare to
5 women though The Rotary Yes Tamil Nadu Chennai 5,00,000 Yes
Club of Chennai Spotlight
Providing healthcare
6 Yes Tamil Nadu Chennai 25,00,000 No Soulfree CSR00005305
facility
Providing Education for
Tamil Nadu,
7 the Economically weaker No 24,99,000 No eVidyaloka CSR00000867
Maharashtra
students
Providing FSH to the rural
8 children and support for Yes Tamil Nadu Chennai 15,48,000 No AIM for Seva CSR00003273
education
Providing Education for
Eureka Education
9 the Economically weaker Yes Tamil Nadu Chennai 48,50,000 No CSR00000876
Foundation
students
Education and training for Petralthan Pillaiya
10 Yes Tamil Nadu Chennai 6,22,440 No CSR00004539
HIV positive children Trust
11 Women Education Yes Tamil Nadu Chennai 15,19,700 No Anew CSR00012356
Providing Education for
Bright Kids
12 the Economically weaker No Maharashtra Mumbai 12,24,000 No CSR00003492.
foundation
students
promoting education,
Providing Education for
including special
13 the Economically weaker Yes Tamil Nadu Chennai 11,22,000 No Aid India CSR00000027
education and
students
employment enhancing
Indian Institute of
14 Women Education vocation skills Yes Tamil Nadu Chennai 25,00,000 No CSR00004320
Technology
especially among
15 Promoting Education Yes Tamil Nadu Chennai 5,00,000 No Round Table India CSR00000895
children, women,
Promoting education,
elderly and the
including special education
differently abled and United way of
16 and employment No Delhi Delhi 15,03,900 No CSR00000216
livelihood enhancement Delhi
enhancing vocation skills
projects
especially among children.
Providing Education for
17 the Physically/Mentally Yes Tamil Nadu Chennai 24,84,000 No Arvind Foundation CSR00003559
challenged students
Providing Education for
18 the Physically/Mentally Yes Tamil Nadu Chennai 13,14,000 No Sri Arunodayam CSR00001030
challenged students
Providing Personal safety
19 No Maharashtra Mumbai 15,00,000 No Arpan CSR00000451.
Education
Rotary Club of
Promoting Education and
20 Yes Tamil Nadu Chennai 26,31,698 No Madras Charitable CSR00000997
Women Empowerment
Trust
Rotary club of
21 Promoting Education Yes Tamil Nadu Chennai 6,53,510 No Madras South CSR00004990
Charitable Trust
89
Computer Age Management Services Limited
SL. Name of the Project Item from the list of Local area Location of Amount Mode of Mode of Implementation - Through
No. activities in Schedule (Yes/No) the project spent for implementation Implementing Agency
VII to the Act State District the project Direct Name CSR
(in `) (Yes/No) Registration
number
Contribution to public
Indian Institute of
22 funded universities; Indian Yes Tamil Nadu Chennai No CSR00004320
1,50,00,000 Technology
Institute of Technology
Environmentalist
23 Environmental project Yes Tamil Nadu Chennai 33,56,000 No CSR00002310
Foundation of India
24 Administrative Expenses 96,913 Yes
Total 5,55,06,259
90
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
ANNEXURE 5
SECRETARIAL COMPLIANCE REPORT OF
COMPUTER AGE MANAGEMENT SERVICES LIMITED FOR THE YEAR ENDED MARCH 31, 2023
I, B Chandra, Practising Company Secretary have examined: c) Securities and Exchange Board of India (Share Based
Employee Benefits) Regulations, 2014;
(a)
all the documents and records made available to
us and explanation provided by M/s. Computer Age d) Securities and Exchange Board of India (Prohibition of
Management Services Limited (“the listed entity”) Insider Trading) Regulations, 2015;
(b) the filings/ submissions made by the listed entity to the The company, during the year, was not required to comply
stock exchanges, with the following regulations and consequently not required
to maintain any books, papers, minute books or other records
(c) website of the listed entity, or file any forms/ returns under:
a) Securities and Exchange Board of India (Buyback of
(d) any other document/ filing, as may be relevant, which
Securities) Regulations, 2018;
has been relied upon to make this certification,
b)
Securities and Exchange Board of India (Issue and
for the year ended 31.03.2023 in respect of compliance with
Listing of Non-Convertible and Redeemable Preference
the provisions of :
Shares) Regulations, 2013;
(a) the Securities and Exchange Board of India Act, 1992
(“SEBI Act”) and the Regulations, circulars, guidelines c)
Securities and Exchange Board of India (Issue and
issued thereunder; and Listing of Debt Securities) Regulations, 2008
(b)
the Securities Contracts (Regulation) Act, 1956 d) Securities and Exchange Board of India (Issue of Capital
(“SCRA”), rules made thereunder and the Regulations, and Disclosure Requirements) Regulations, 2018
circulars, guidelines issued thereunder by the Securities
and Exchange Board of India (“SEBI”); and circulars/ guidelines issued thereunder;
The specific Regulations, whose provisions and the circulars/ and based on the above examination, I/We hereby report
guidelines issued thereunder, have been examined, include: that, during the Review Period:
(a)
Securities and Exchange Board of India (Listing (a) The listed entity has complied with the provisions of
Obligations and Disclosure Requirements) the above Regulations and circulars/ guidelines issued
Regulations, 2015; thereunder except in respect of matters specified
below:-
b) Securities and Exchange Board of India (Substantial
Acquisition of Shares and Takeovers) Regulations,
2011;
91
Computer Age Management Services Limited
As per Annexure A
(b) The listed entity has taken the following actions to comply with the observations made in previous reports:
As per Annexure B
92
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
11 Actions taken by SEBI or Stock Exchange(s), if any: No Actions taken against the Annexure A Annexure A
listed entity/ its promoters/ directors/ subsidiaries either by SEBI or by Stock Exchanges
(including under the Standard Operating Procedures issued by SEBI through various
circulars) under SEBI Regulations and circulars/ guidelines issued thereunder
Note 1 The Company was levied a fine of ` 2,54,880/- each for non- compliance with Regulation 19 of LODR by both the
exchanges. Further, even though intimation of the date of the Board meeting was given early, prior intimation of the proposed
dividend was not given resulting in levy of a fine of ` 11,800/- each by both the exchanges.
Sd/-
Practicing Company Secretary :
B Chandra
ACS/ FCS No.: 20879
C P No.: 7859
Place: Chennai PEER REVIEW NO 602/2019
Date: May 06, 2023 UDIN A020879E000236391
93
94
Annexure A for the year ended 31-03-2023
S Compliance Regulation/ Deviations Action taken Type of Details of Fine Observations/ Management Remarks
No Requirement Circular No. by Action violation Amount Remarks of Response
(Regulations/ the Practicing
circulars / Company
guidelines Secretary
including
specific clause)
LODR 19 Non BSE Limited Fine 2,54,880/- Inadvertent Since
compliance & NSE each regularised
with the
composition of
the Nomination
and
Remuneration
Computer Age Management Services Limited
Committee
LODR 29 No Prior BSE Limited Fine Notice of 11,800/- BM meeting
intimation & NSE BM given each intimation was
of proposed but prior given well in
dividend intimation advance
of proposed
interim
dividend
not given.
LODR 30 Profile of NSE Clarification Profile not Replied Complied
the internal attached
auditor and
the secretarial
auditor not
attached
Annexure B for the year ended 31-03-2022 –NIL
S Compliance Regulation/ Deviations Action taken Type of Details of Fine Observations/ Management Remarks
No Requirement Circular No. by Action violation Amount Remarks of Response
(Regulations/ the Practicing
circulars / Company
guidelines Secretary
including
specific clause)
Advisory/
Clarification/
Fine/Show
Corporate Overview
Cause Notice/
Warning, etc.
Sd/-
Practicing Company Secretary :
B Chandra
ACS/ FCS No.: 20879
C P No.: 7859
Statutory Reports
95
35th Annual Report 2022-23
Computer Age Management Services Limited
96
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
and size. A detailed profile of our directors is available on LODR Regulations, the IDs have confirmed that they are
our website: https://www.camsonline.com/about-cams/ not aware of any circumstance or situation which exists
shareholder-relations/composition-board-committees or may be reasonably anticipated that could impair or
impact their ability to discharge their duties. Based on the
The role of Chairperson and Managing Director are distinct declarations received from the IDs, the Board of Directors
and separate. has confirmed that they meet the criteria of independence
as mentioned under Section 149 of the Act and Regulation
None of our Directors serve as Director or IDs in more than 16(1)(b) of the SEBI LODR Regulations and that they are
7 listed companies. MD do not serve as IDs on any listed independent of the management. Further, the IDs have
company as on date. Further, none of our IDs serve as Non- in terms of Section 150 of the Act read with Rule 6 of the
Independent Director(s) of any Company on the Board of Companies (Appointment & Qualification of Directors)
which any of our Non-Independent Director is an ID. Pursuant Rules, 2014, confirmed that they have enrolled themselves
to Regulation 26 of the SEBI LODR Regulations, none of our in the Independent Directors’ Databank maintained with the
Directors are members in more than 10 committees or act Indian Institute of Corporate Affairs.
as Chairperson of more than 5 committees (the committees
being, Audit Committee and Stakeholders’ Relationship The Company has issued formal letters of appointment to the
Committee) across all public limited companies in which IDs and their appointments are in compliance with Regulation
they are a Director. One Third of the Non-Independent, Non- 25(1) and (2) of the SEBI LODR Regulations. As required
Executive Directors are liable to retire by rotation. There are under Regulation 46 of the SEBI LODR Regulations, as
no inter-se relationships between our Board Members. amended, the terms and conditions of appointment of IDs
including their role, responsibility and duties are available on
Independent Directors are NED(s) as defined under our website: www.camsonline.com
Regulation 16(1)(b) of the SEBI LODR Regulations read
with Section 149(6) of the Act along with rules framed
thereunder. In terms of Regulation 25(8) of the SEBI
Table A
Name of the Director No. of No. of Board Directorship(s) in other listed entity
directorship(s) Committee (Category of Directorship)
held in positions held
Indian Listed in Indian Listed
Companies1 Companies2
Member Chairperson
Mr. Dinesh Kumar Mehrotra 4 4 0 • VLS Finance Limited
Designation: Chairman and • Computer Age Management Services Limited
Independent Director
• UTI Asset Management Company Limited
DIN: 00142711
Nationality: Indian • SBI Cards and Payment Services Limited
Mr. Natarajan Srinivasan 3 5 3 • Godrej Agrovet Limited
Designation: Independent • Computer Age Management Services Limited
Director
• CG Power And Industrial Solutions Limited
DIN: 00123338
Nationality: Indian
Mrs. Vijayalakshmi Rajaram 6 9 3 • Glenmark Pharmaceuticals Limited
Iyer •
Poonawala Fincorp Limited
Designation: Independent (Formerly Magma Fincorp Limited)
Director and Women Director
• Aditya Birla Capital Limited
DIN: 05242960
Nationality: Indian • ICICI Securities Limited
• Computer Age Management Services Limited
• CG Power And Industrial Solutions Limited
Mr. Narendra Ostawal 3 5 0 • Fusion Micro Finance Limited
Designation: Nominee • Home First Finance Company India Limited
Director
• Computer Age Management Services Limited
DIN: 06530414
Nationality: Indian
97
Computer Age Management Services Limited
Name of the Director No. of No. of Board Directorship(s) in other listed entity
directorship(s) Committee (Category of Directorship)
held in positions held
Indian Listed in Indian Listed
Companies1 Companies2
Member Chairperson
Notes:
1. Directorships in other Indian Public Companies (listed) excludes Section 8 Companies.
2. As required under Regulation 26(1)(b) of the SEBI LODR Regulations, the disclosure includes chairmanship/membership of the Audit
Committee and Stakeholders’ Relationship Committee in Indian Public companies (listed and unlisted).
SELECTION OF NEW DIRECTORS AND BOARD of the Company’s business and that the said skills are
MEMBERSHIP CRITERIA available with all the Board Members:
The Nomination and Remuneration Committee (‘NRC’) works
i. Knowledge on Company’s businesses policies and
with the Board to determine the appropriate qualifications,
culture (including the Mission, Vision and Values) major
positive attributes, characteristics, skills and experience
risks / threats and potential opportunities and knowledge
required for the Board as a whole and its individual members
of the industry in which the Company operates.
with the objective of having a Board with diverse backgrounds
and experience in business, government, education and ii. Behavioural skills - attributes and competencies to use
public service. their knowledge and skills to contribute effectively to the
growth of the Company.
D I R E C TO R S Q U A L I F I C AT I O N S, S K I L L S,
EXPERTISE, COMPETENCIES AND ATTRIBUTES iii.
Business Strategy, Sales & Marketing, Corporate
The Board comprises qualified members with an appropriate Governance, Forex Management, Administration,
blend of skills, competence, functional and industry expertise Decision Making.
and diversity of perspectives appropriate to the size and iv. Management and Financial skills.
nature of the Company to enable them to effectively
contribute at the Board and Committee meetings. v. Technical / Professional skills and specialized
knowledge in relation to Company’s business.
The below matrix summarizes the key skills, expertise,
competencies and attributes as identified by the NRC for FA M I L I A R I S AT I O N PROGRAMME FOR
recommending appointment of Directors on the Board. INDEPENDENT DIRECTORS
Independent Directors inducted to the Board are given a
The following is the list of core skills / expertise / competencies formal orientation on the Company’s business operations,
identified by the Board of Directors as required in the context products, organization structure, as well as the Board
98
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
constitution and its procedures through various programmes/ The template provides the criteria for assessing the
presentations at the time of their induction. The IDs are performance of Directors and comprises of various key areas
also provided with an opportunity to visit the offices of the such as attendance at Board and Committee Meetings,
Company and interact with members of Senior Management. quality of contribution to Board discussions and decisions,
During FY 2022-23, there have been no induction of any strategic insights, or inputs regarding future growth of the
Independent Directors. Company and its performance, ability to challenge views in
a constructive manner, knowledge acquired regarding the
At various Board Meetings held during the year, presentations Company’s business/ activities, understanding of industry
were made to the Board on safety, health and environment, and global trends, etc.
Company policies, changes in the regulatory environment
applicable to the Company, the industry, market and The evaluation involves self-evaluation by the Board Member
customers, operations and other relevant matters. and subsequent assessment by the Board of Directors. A
member of the Board will not participate in the discussion of
During FY 2022-23, the matters to be covered as part of his/her evaluation.
the Familiarisation programme were included at the Board
presentations. The formal Board evaluation as mandated under the
Companies Act and Listing Regulations has been carried out
BOARD EVALUATION during the year.
The Companies Act, 2013 and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 stipulate REMUNERATION POLICY FOR BOARD AND
the evaluation of the performance of the Board, its SENIOR MANAGEMENT
Committees, Individual Directors, and the Chairperson. The Board has approved the Remuneration Policy for
Directors, Key Managerial Personnel (‘KMP’) and all other
The Company has formulated a Board Evaluation template employees of the Company. The same is available on our
for performance evaluation of the Independent Directors, the website at www.camsonline.com - Shareholder Relations -
Board, its committees, and other individual Directors which Policies - Nomination and Remuneration Policy
includes criteria for performance evaluation of the Non-
Executive Directors and Executive Directors.
Table B: Cash compensation paid to Directors for the year ended March 31, 2023
Name Fixed Salary Commission / Sitting Fees Total
Bonus Compensation
Basic Perquisite / Total
Allowance Fixed Salary
Non-Executive and
Independent Directors
Non-Executive Directors
Executive Director
99
Computer Age Management Services Limited
100
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Mr. Natarajan Srinivasan, Chairperson of the Audit The purpose of the Corporate Social Responsibility and
Committee was present at the last AGM of the Company held Environment Social Governance Committee (“CSR and
on June 30, 2022. ESG Committee” / “Committee”) is to assist the Board in
formulating, monitoring, and reviewing the CSR strategy and
Nomination and Remuneration Committee policy of the Company and the amount of expenditure to be
The purpose of the Nomination and Remuneration incurred on CSR activities. The Committee also assists the
Committee (‘Committee’) includes formulating criteria for Management to Committee formulate, implement, and review
determining qualifications, positive attributes, independence policies, principles and practices to foster the sustainable
of Directors, succession planning and recommending to the growth of the Company that creates value consistent with
Board of Directors, a policy relating to the remuneration of the long-term preservation and enhancement of financial,
the Directors, Key Managerial Personnel and Employees manufactured, natural, social, human and intellectual capital.
(‘Remuneration Policy’) overseeing the company’s
process for appointment of Senior Management and their The CSR Policy is available on our website:
remuneration, devising criteria for performance evaluation of www.camsonline.com - Shareholder Relations - Policies -
the Board of Directors (including Independent Directors). The Corporate Social Responsibility Policy
Remuneration Policy and the criteria for making payments
to Non-Executive Directors is available on our website: The ESG Policy is available on our website:
www.camsonline.com - Shareholder Relations - Policies - www.camsonline.com - Shareholder Relations - Policies -
Nomination and Remuneration Policy Environmental, Social and Governance Policy
The Nomination and Remuneration Committee has been During FY 2022-23, two (2) Meetings of the Committee were
constituted by the Board and was last reconstituted on held on June 17, 2022 and March 15, 2023. The necessary
April 19, 2022. The scope and function of the Nomination quorum was present at the meetings.
and Remuneration Committee is in accordance with Section
178 of the Companies Act and the Listing Regulations. Table F: The composition of the Committee and the
attendance details of the Members for the year ended
During FY 2022-23, the Committee met once on March 17, March 31, 2023, are given below:
2023. The requisite quorum was present at the meeting. Name of the Director Category No. of No. of
meetings Meetings
Table E: The composition of the Committee and the held during Attended
attendance details of the Members for the year ended the tenure
March 31, 2023, are given below: Mr. Dinesh Kumar ID 2 2
Mehrotra (Chairperson)
Name of the Director Category No. of No. of Mrs. Vijayalakshmi ID 2 2
meetings Meetings Rajaram Iyer
held during Attended
Mr. Sandeep Kagzi ND 2 2
the tenure
Mrs. Vijayalakshmi ID 1 1 Mr. Anuj Kumar ED 2 2
Rajaram Iyer (Chairperson)
Mr. Dinesh Kumar ID 1 1
Mr. Dinesh Kumar Mehrotra, Chairperson of the Committee
Mehrotra was present at the last AGM of the Company held on
Mr. Narendra Ostawal ND 1 1 June 30, 2022.
101
Computer Age Management Services Limited
in accordance with Section 178 of the Companies Act and Risk Management Committee
the Listing Regulations. The Risk Management Committee was constituted pursuant
to Regulation 21 of the Listing Obligations and Disclosure
During FY 2022-23, Three (3) Meetings of the Committee were Requirements, 2015. The role of the Risk Management
held on April 20, 2022, September 20, 2022 and January 30, Committee, in brief, is to review the Risk Management
2023. The necessary quorum was present at the meeting. Policy developed by the Management, risk framework and
its implementation thereby ensuring that an effective risk
Table G: The composition of the Committee and the management system is in place.
attendance details of the Members for the year ended
March 31, 2023, are given below: During FY 2022-23, Two (2) Meetings of the Committee
were held on June 30, 2022 and November 30, 2022. The
Name of the Director Category No. of No. of
meetings Meetings necessary quorum was present at the meetings.
held during Attended
the tenure Table H: The composition of the Committee and the
attendance details of the Members for the year ended
Mr. Natarajan Srinivasan ID 3 3
(Chairperson) March 31, 2023, are given below:
Mr. Sandeep Kagzi ND 3 3 Name of the Director Category No. of No. of
meetings Meetings
Mr. Anuj Kumar ED 3 3
held during Attended
the tenure
Mr. Natarajan Srinivasan, Chairperson of the Stakeholder Mrs. Vijayalakshmi ID 2 2
Relationship Committee was present at the last AGM of the Rajaram Iyer (Chairperson)
Company held on June 30, 2022. Mr. Natarajan Srinivasan ID 2 2
Mr. Dinesh Kumar ID 2 2
Compliance Officer for LODR requirements Mehrotra
The complaints majorly pertained to Non receipt of GENERAL INFORMATION FOR SHAREHOLDERS
dividends which have been addressed to by the company Corporate Identity Number (CIN) of the Company is
from time to time. L65910TN1988PLC015757.
102
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Disclosures regarding the re-appointment of same are also available on the Company’s website:
Directors www.camsonline.com - Shareholder Relations - Stock
In terms of the relevant provisions of the Act, Mr. Sandeep Exchange Intimation
Kagzi (DIN: 08264768) is liable to retire by rotation at the
ensuing AGM and being eligible, seeks re-appointment. • Website
The Company’s website provides details on its
The Board recommends the above re-appointment for the leadership, management, policies, corporate
approval of the Members at the ensuing AGM. governance, corporate social responsibility, shareholder
relations, products and processes and updates and
Means of Communication news. The section on ‘Shareholder Relations’ serves to
Timely sharing and disclosure of consistent, comparable, inform the Shareholders, by giving complete financial
relevant and reliable information on the Company’s details, stock exchange compliances and disclosures
performance is at the core of its Corporate Governance including shareholding patterns and, information
Policy. Steps taken by the Company in this regard are on unclaimed dividend of Shareholders, details of
given below: Registrars & Transfer Agent.
• Disclosures to Stock Exchanges The equity shares of the company listed in the exchanges
have not been suspended from trading.
All price sensitive information and matters that are
material to shareholders are disclosed to the BSE Certificates from Practicing Company Secretaries
Limited and National Stock Exchange of India Limited,
As required by Regulation 34(3) and Schedule V Part E
where the equity shares of the Company are listed. All
of the SEBI LODR Regulations, the certificate given by
submissions to the Stock Exchange are made through
the respective electronic online filing systems. The
103
Computer Age Management Services Limited
Ms. B. Chandra, Practicing Company Secretary, is annexed to time basis amendments in the regulatory provisions. The
this report. Policy is available on the Company’s website:
www.camsonline.com - Shareholder Relations - Policies -
As required under Clause 10(i) of Part C under Schedule V Related Party Transaction Policy
of the SEBI LODR Regulations, the Company has received
a certificate from Ms. B. Chandra, Practicing Company During the FY 2022-23, the Company did not have any
Secretary, certifying that none of our directors have been material pecuniary relationship or transactions with
debarred or disqualified from being appointed or continuing Non-Executive Directors apart from paying Director’s
as Directors of the Company by SEBI or MCA or such other remuneration. Further, the Directors have not entered any
statutory authority. contracts with the Company or its subsidiaries, which will be
in material conflict with the interests of the Company.
CEO and CFO certification
As required under Regulation 17(8) read with Schedule The Board has received disclosures from KMPs relating to
II Part B of the SEBI LODR Regulations, the Whole Time material, financial and commercial transactions where they
Director and Chief Financial Officer have given appropriate and/or their relatives have personal interest.
certifications to the Board of Directors.
Material Subsidiary Companies
Reconciliation of Share Capital Audit Report There is no material unlisted subsidiary company requiring
Pursuant to the provisions of Regulation 40(9) and 61(4) appointment of an Independent Director of the Company on
of the SEBI LODR Regulations, a Company Secretary in the Board of Directors of such unlisted subsidiary company.
Practice has issued half-yearly certificates with respect to
due compliance of share and security transfer formalities by Policy for Determining Material Subsidiaries
the Company.
The Company has formulated a Policy for Determining
Material Subsidiaries and the same is available on the
Pursuant to Regulation 76 of the Securities and Exchange
Company’s website:
Board of India (Depositories and Participants) Regulations,
www.camsonline.com - Shareholder Relations - Policies -
2018, a Company Secretary in Practice carries out a
Policy on Material Subsidiaries
Reconciliation of Share Capital Audit to reconcile the
total admitted capital with NSDL and CDSL (collectively
Vigil Mechanism
‘Depositories’) and the total issued and listed capital of the
Company. The audit confirms that the total listed and paid-up The Company has in place a Vigil Mechanism that provides a
capital is in agreement with the aggregate of the total number formal mechanism for the Directors, employees and vendors
of shares in dematerialised form (held with Depositories) and to approach the Chairperson of the Audit Committee and
total number of shares in physical form. make protective disclosures about the unethical behaviour,
actual or suspected fraud or violation of the Code of Conduct,
This audit is carried out every quarter and the report thereon thereby ensuring that the activities of the Company are
is submitted to the Stock Exchanges where the Company’s conducted in a fair and transparent manner.
shares are listed. The quarterly Audit Reports as submitted to
For FY 2022-23, the Company has in place, a Whistle
the Stock Exchange are available on the Company’s website:
Blower Policy (‘Policy’) establishing a Vigil Mechanism,
www.camsonline.com - Shareholder Relations - Stock
which provides a formal mechanism to the Directors and
Exchange Intimation
employees to report to the Management, concerns about
unethical behaviour, actual or suspected fraud or violation of
Related Party Transactions
the codes of conduct or policy of the Company.
All transactions entered with related parties as defined under
the Act and Regulation 23 of the SEBI LODR Regulations, The details of the Vigil Mechanism are given in the Board’s
each as amended, during the year under review were Report. The Whistle Blower Policy for Directors and
on an arm’s length price basis and in the ordinary course Employees as adopted by the Board of Directors of the
of business. These have been approved by the Audit Company is available on the Company’s website:
Committee. The Company has not entered any materially www.camsonline.com - Shareholder Relations - Policies -
significant related party transaction that may have potential Whistle Blower Policy
conflict with the interests of the Company at large. The Board
of Directors have approved and adopted a Policy on Related During the year under review, no person has been denied
Party Transactions and the same is updated from time-to- access to the Chairperson of the Audit Committee.
104
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
105
Computer Age Management Services Limited
106
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Maintenance of Chairman’s office: The Non-Executive unpaid for a period of seven years from the date of transfer to
Chairman has a separate office which is not maintained by the Unpaid Dividend Account of the Company are also liable
the Company. to be transferred to the IEPF. The said requirement does not
apply to shares in respect of which there is a specific order of
Transfer of Unclaimed Dividend and Shares to Court, Tribunal or Statutory Authority, restraining any transfer
Investor Education and Protection Fund of the shares.
Pursuant to the provisions of Section 124 and 125 of the
Act, read with Investor Education Protection Fund Authority The Company has sent individual communication to the
(Accounting, Audit, Transfer and Refund) Rules, 2016 as concerned shareholders at their registered address, whose
amended, the dividends, unclaimed for a period of seven dividend remains unclaimed, and the details are uploaded on
years from the date of transfer to the Unpaid Dividend the Company’s website.
Account of the Company is mandatorily required to be
transferred to the Investor Education and Protection Fund During the year under review, the Company has not credited
(‘IEPF’) established by the Central Government. Further, any amount to the IEPF Account.
the shares pertaining to which dividend remains unclaimed /
Table M: Distribution of shareholding of Company’s Shareholders as on March 31, 2023 and Shareholding Pattern as
at March 31, 2023
The distribution of equity shareholding as on March 31, 2023, is as below:
107
Computer Age Management Services Limited
Nomination Facility the Companies or its RTA may use physical payment
As per the provisions of the Act, facility for making nomination instruments for making cash payments to the investors.
is available to the Members in respect of shares held by them. Companies shall mandatorily print the bank account details
Nomination forms (SH-13/SH-14) can be obtained from the of the investors on such payment instruments.
Company’s RTA by Members holding shares in physical
form. Members holding shares in electronic form may obtain Regulation 12 of the SEBI LODR Regulations allows the
Nomination forms from their respective DPs. Company to pay dividend by cheque or ‘payable at par’
warrants, where payment by electronic mode is not possible.
Members holding shares in single name are especially Shareholders may kindly note that payment of dividend
advised to make nomination in respect of their shareholding and other cash benefits through electronic mode has many
in the Company and for cancellation and variation of advantages like prompt credit, elimination of fraudulent
nomination, if they are desirous of doing so. encashment/delay in transit and more. They are requested
to opt for any of the above-mentioned electronic modes of
Shares held in Electronic Form payment of dividend and other cash benefits and update
their bank details:
Shareholders holding shares in electronic form may please
note that instructions regarding change of address, bank a) In case of holdings in dematerialised form - By contacting
details, email ids, nomination and power of attorney should their DP and giving suitable instructions to update the
be given directly to the DP. bank details in their demat account.
Shares held in Physical Form b) In case of holdings in physical form - By informing the
Shareholders holding shares in physical form may please Company’s RTA i.e., Link Intime India Private Limited,
note that instructions regarding change of address, bank through a signed request letter with details such as their
details, emails ids, nomination and power of attorney should Folio No(s), Name and Branch of the Bank in which
be given to the Company’s RTA i.e., Link Intime India Private they wish to receive the dividend, the Bank Account
Limited. type, Bank Account Number allotted by their banks after
implementation of Core Banking Solutions (‘CBS’) the
Updation of bank details for remittance of dividend/ 9-digit MICR Code Number and the 11-digit IFSC Code.
cash benefits in electronic form This letter should be supported by a cancelled cheque
bearing the name of the first shareholder.
The SEBI vide its Circular No. CIR/MRD/DP/10/2013 dated
March 21, 2013 (‘Circular’) to all listed companies requires
Table N: ISIN and Stock Code details
them to update bank details of their shareholders holding
shares in demat mode and/or physical form, to enable usage Stock Exchanges ISIN Stock Code
of the electronic mode of remittance i.e., National Automated BSE Limited (‘BSE’) 543232
Clearing House (‘NACH’) and National Electronic Fund Phiroze Jeejeebhoy Towers,
Transfer (‘NEFT’), for distributing dividends and other cash Dalal Street,
benefits to the shareholders. Mumbai – 400 001,
Maharashtra, India
INE596I01012
The Circular further states that in cases where either the National Stock Exchange of CAMS
India Limited (‘NSE’)
bank details such as Magnetic Ink Character Recognition
Exchange Plaza, 5th floor,
(‘MICR’) and Indian Financial System Code (‘IFSC’),
Plot No. C/1,
amongst others, that are required for making electronic
G Block, Bandra Kurla
payment are not available or the electronic payment Complex, Bandra
instructions have failed or have been rejected by the Bank, (East), Mumbai 400 051
108
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Market Information
Table O: Market Price Data- High, Low (based on daily closing price) and volume (no. of shares traded) during each
month in FY 2022-23 of the Company’s shares, on BSE and NSE:
BSE NSE
Month High Price Low Price Traded Volume High Price Low Price Traded Volume
(Lakhs) (Lakhs)
April 2022 2,680.00 2,316.00 2.15 2682.75 2320.80 29.96
May 2022 2,480.00 2,039.00 2.36 2489.00 2,037.15 33.25
June 2022 2,655.95 2,232.50 2.94 2656.00 2,232.00 43.74
July 2022 2,470.00 2,154.00 1.32 2470.00 2,152.00 18.89
August 2022 2,498.60 2,175.00 25.76 2500.00 2,177.05 40.93
September 2022 2,649.95 2,271.00 4.75 2640.00 2275.00 45.00
October 2022 2,689.00 2,440.00 3.44 2690.00 2443.05 24.09
November 2022 2,551.40 2,253.10 2.30 2556.95 2255.00 30.58
December 2022 2,330.60 2,152.85 4.57 2329.75 2150.00 35.17
January 2023 2,339.95 2,190.00 0.86 2340.00 2188.10 16.33
February 2023 2,329.80 2,212.05 0.78 2331.00 2205.00 13.06
March 2023 2,357.90 2,002.10 1.08 2355.00 2010.00 13.81
The Company’s shares are regularly traded on BSE Limited and National Stock Exchange of India Limited, as is seen from the
volume of shares indicated in the above Table containing Market Information.
CAMS
NIFTY 50
109
Computer Age Management Services Limited
Web Links:
As required under the various provisions of the Companies Act, 2013, Listing Regulations and other applicable laws and
for availability of information for the stakeholders, the web link of the documents placed on the Company’s website are
provided below:
Sr Item Web address
1 Details of business https://www.camsonline.com/about-cams/overview/overview
2 Terms and conditions of appointment of independent https://www.camsonline.com/about-cams/shareholder-relations/disclosures
directors
3 Composition of various committees of board of https://www.camsonline.com/about-cams/shareholder-relations/composition-
directors board-committees
4 Code of conduct of board of directors and senior https://www.camsonline.com/about-cams/shareholder-relations/policies
management personnel
5 Details of establishment of vigil mechanism/ Whistle https://www.camsonline.com/about-cams/shareholder-relations/policies
Blower policy
6 Criteria of making payments to non-executive https://www.camsonline.com/about-cams/shareholder-relations/policies
directors
7 Policy on dealing with related party transactions https://www.camsonline.com/about-cams/shareholder-relations/policies
8 Policy for determining ‘material’ subsidiaries https://www.camsonline.com/about-cams/shareholder-relations/policies
9 Details of familiarization programmes imparted to https://www.camsonline.com/about-cams/shareholder-relations/policies
independent directors
10 Contact information of the designated officials of the https://www.camsonline.com/about-cams/shareholder-relations/shareholder-
listed entity who are responsible for assisting and support
handling investor grievances
11 email address for grievance redressal and other https://www.camsonline.com/about-cams/shareholder-relations/shareholder-
relevant details support
12 Financial results https://www.camsonline.com/about-cams/shareholder-relations/annual-report
13 Shareholding pattern https://www.camsonline.com/about-cams/shareholder-relations/shareholding-
pattern
14 Schedule of analyst or institutional investor meet and https://www.camsonline.com/about-cams/shareholder-relations/stock-
presentations made by the listed entity to analysts or exchange-intimation
institutional investors simultaneously with submission
to stock exchange
15 Advertisements as per regulation 47 (1) https://www.camsonline.com/about-cams/shareholder-relations/stock-
exchange-intimation
16 Separate audited financial statements of each https://www.camsonline.com/about-cams/shareholder-relations/subsidiary-
subsidiary of the listed entity in respect of a relevant snnual-reports
financial year
17 Whether company has provided information under https://www.camsonline.com/about-cams/shareholder-relations
separate section on its website as per Regulation
46(2)
18 Materiality Policy as per Regulation 30 https://www.camsonline.com/about-cams/shareholder-relations/policies
19 Dividend Distribution policy as per Regulation 43A https://www.camsonline.com/about-cams/shareholder-relations/policies
(as applicable)
110
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Shareholders who have not registered their e-mail addresses Registrar and Share Transfer Agents:
so far, are requested to do the same. Those holding shares
Name : Link Intime India Private Limited
in demat form can register their e-mail address with their
concerned DPs. Shareholders who hold shares in physical Address : C-101, 1st Floor, 247 Park, Lal
form are requested to register their e-mail addresses with the Bahadur Shastri Marg, Vikhroli (West)
RTA, by sending a letter, duly signed by the first/sole holder Mumbai - 400 083, Maharashtra, India
quoting details of their Folio No. E-mail : [email protected]
Investor grievance
CREDIT RATING
e-mail : [email protected]
The company do not have any borrowing facilities. Hence
there are no credit ratings assigned to the Company’s Website : www.linkintime.co.in
facilities during the year.
DETAILS OF CORPORATE POLICIES/ CODES
ADDRESS FOR CORRESPONDENCE: The corporate governance policies are uploaded on the
Registered Office : New No. 10, Old No. 178, M.G.R. website of the company:
Salai, Nungambakkam, www.camsonline.com - Shareholder Relations - Policies
Chennai - 600 034, Tamil Nadu, India
FREQUENTLY ASKED QUESTIONS
Corporate Office : No.158, Rayala Towers, Tower - I,
Anna Salai, Chennai-600 002, For ready reference of the shareholders of the Company,
Tamil Nadu, India responses to frequently asked questions on certain
investor related services are made available on the
Website : www.camsonline.com Company’s website.
E-mail : [email protected]
On behalf of the Board of Directors
Sd/-
Dinesh Kumar Mehrotra
Place: Chennai Chairman
Date: May 06, 2023 DIN: 00142711
111
Computer Age Management Services Limited
ANNEXURE I
This is to confirm that the Company has adopted the CAMS Code of Conduct for its Directors including the Managing Director
and Senior Management.
I confirm that the Company has in respect of the financial year ended March 31, 2023, received from the Senior Management
Team of the Company and the Members of the Board, a declaration of compliance with the Code of Conduct as applicable
to them.
For the purpose of this declaration, Senior Management Team means the Members of the Management one level below the
Managing Director as on March 31, 2023.
Sd/-
Anuj Kumar
Place: Chennai Managing Director
Date: May 06, 2023 DIN: 08268864
112
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
ANNEXURE II
To
The Members,
Computer Age Management Services Limited
New No.10, Old No.178, M.G.R.Salai,
Nungambakkam Chennai 600034
Dear Sir
I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of COMPUTER
AGE MANAGEMENT SERVICES LIMITED bearing CIN L65910TN1988PLC015757 and having registered office at New No.10,
Old No.178, M.G.R. Salai, Nungambakkam Chennai 600034 (hereinafter referred to as ‘the Company’), produced before
me/us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule
V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
In my opinion and to the best of my information and according to the verifications (including Directors Identification Number
(DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its
officers, I hereby certify that none of the Directors on the Board of the Company for the financial year ending on March 31,
2023 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and
Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.
Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management
of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an
assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has
conducted the affairs of the Company.
Sd/-
B Chandra
Practising Company Secretary
M No.: A20879 CP 7859
Place: Chennai UDIN A020879E000236435
Date: May 06, 2023 PEER REVIEW NO 602/2019
113
Computer Age Management Services Limited
ANNEXURE III
To
The Members of
COMPUTER AGE MANAGEMENT SERVICES LIMITED
1. I have examined the compliance of conditions of Corporate Governance by M/s. COMPUTER AGE MANAGEMENT
SERVICES LIMITED, for the year ended on March 31, 2023, as stipulated under the relevant provisions of Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as referred to in the
Listing Regulations for the period April 01, 2022 to March 31, 2023, with the relevant records and documents maintained
by the Company and furnished to us and the Report on Corporate Governance as approved by the Board of Directors.
2. The compliance of conditions of Corporate Governance is the responsibility of the management. My examination was
limited to review of procedures and implementation thereof, adopted by the Company for ensuring the compliance of the
conditions of corporate governance as stipulated in the said clause. It is neither an audit nor an expression of opinion on
the financial statements of the Company.
3. Based on the aforesaid examination and according to the information and explanations given to us, I certify that the
Company has complied with the conditions of Corporate Governance as stipulated in the Listing Regulations.
4. I further state that, such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
Sd/-
B Chandra
Practising Company Secretary
M No.: A20879 CP 7859
Place: Chennai UDIN A020879E000236446
Date: May 06, 2023 PEER REVIEW NO 602/2019
114
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
ANNEXURE IV
We, Anuj Kumar, Managing Director and Ramcharan Sesharaman, Chief Financial Officer certify that:
a) We have reviewed the financial statements and cash flow statement for the period ended March 31, 2023 and to the best
of our knowledge and belief:
• these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
• these statements together present a true and fair view of the Company’s affairs and comply with existing Accounting
Standards, applicable laws and regulations.
b) To the best of our knowledge and belief, no transactions entered into by the Company during the period ended March 31,
2023 are fraudulent, illegal or violative of the Company’s code of conduct.
c) We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated
the effectiveness of internal control systems of the Company pertaining to financial reporting. Deficiencies in the design
or operation of such internal controls, if any, of which we are aware have been disclosed to the auditors and the Audit
Committee and steps have been taken to rectify these deficiencies.
d) i) There has not been any significant change in internal control over financial reporting during the period under reference;
ii) There has not been any significant change in accounting policies during the period requiring disclosure in the notes
to the financial statements; and
iii) We are not aware of any instance during the period of significant fraud with involvement therein of the management
or any employee having a significant role in the Company’s internal control system over financial reporting.
Sd/- Sd/-
Place: Chennai Anuj Kumar Ramcharan Sesharaman
Date: May 06, 2023 Managing Director Chief Financial Officer
115
Computer Age Management Services Limited
116
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
CAMS retained its market leadership, with 68.2% average CAMSPay is introducing more new age payment methods
quarterly AAUM as on March 31, 2023.The live folios like UPI AutoPay, Paybylink, and other mobile applications
serviced on the same date stood at 57.4 million as compared for seamless recurring and QR based payments. It has also
to 51.6 million in the previous year. The SIP book also embarked on a journey to explore the existing accounts to
continued to be on an upswing with 35.4 million active SIPs cross sell and up sell our new offerings, with the objective to
recorded as on March 31, 2023, against 29.9 million as on create an additional avenue to further our revenue growth.
March 31, 2022.
CAMS Account Aggregator - CAMS Financial Information
Other Businesses Services Private Limited (‘CAMS FIS’), a wholly owned
subsidiary of CAMS, has been issued with the Certificate
CAMS Insurance Repository - CAMS Insurance Repository
of Registration by the Reserve Bank of India as a Non-
Services Limited (CAMSRep), a wholly owned subsidiary
Banking Financial Company to function as an Account
of CAMS, intensified its business development efforts to
Aggregator(‘AA’). The AA environment uses technology
highlight its offerings as an Insurance Repository and its
for simple and secure exchange of data between financial
digital services for life insurance clients and general insurers.
institutions like banks, insurance agencies or mutual fund
An increasing number of insurance companies have started
companies with the consent of the customer.
subscribing for the digital services offered by the Company,
which will enable their policy holders to avail the benefits of During the year, the service became available for the
digitalization. industry and our go-to-market strategy was implemented
for larger reach. Collaboration with Financial Information
The insurance companies have also shared data for Providers (FIP) and Financial Information users (FIU) was
unclaimed policies for deep contact tracing, a specialised also completed to ensure better adoption of our offering. The
service launched by us in the previous year. The service total FIU+FIP closure for AA now stands at more than 100.
enables them to locate policy holders who have stopped We also continue to leverage our brand name, trust, and
paying their premium and are entitled to claim certain security for signing up with more FIPs and FIUs.
refunds/benefits.
As public awareness about the Account Aggregator platform
Insurance Repository services have also gained momentum. continues to build and considering that a seamless digital
New insurers have been activated and volume penetration user journey is critical for its mass adoption, efforts are being
has improved with more insurance policies being converted taken to simplify the user journey and introduce improved
into electronic form. The Company has also expanded its workflows and new features for easy customer on-boarding.
outsourcing services and has received a contract from a
large life insurance company for policy servicing. CAMS KRA - CAMS Investor Services Private Limited
(CAMS KRA), is a wholly owned subsidiary of CAMS, and is
Insurance Regulatory and Development Authority of India registered with the Securities and Exchange Board of India
(IRDAI), the regulator for insurance sector, has made Know as a KYC Registration Agency. The Company is focusing on
your Customer (KYC) process mandatory for the issuance improving its market share and has recently collaborated
of any insurance policy including Health Insurance, General with large MFs and Fintechs towards it.
Insurance, and Life Insurance, with effect from November 1,
2022. This paves the way for non-life policies to be brought Fintuple Technologies Private Limited, which became our
under the ambit of electronic insurance, which in absence of subsidiary during the financial year, offers niche technology
KYC mandate was not possible. in the areas of client digital on-boarding, eKYC, fund reports,
and other digital solutions for Alternate Investment Funds
CAMSRep has utilised this opportunity to develop a KYC and Portfolio Management Services. Serving as the gateway
service to help the non-life insurers to comply with the that connects digitally savvy consumers to digitally enabled
changes in regulations. This should facilitate the subsequent manufacturers and providers via APIs, it is all set to expand
on-boarding of policyholders to electronic Insurance Account its footprints.
(eIA) and expand our serviceable market beyond life insurers.
PRODUCT DEVELOPMENT AND DIGITAL
CAMS Pay – The Payment Aggregation business carried OFFERINGS
by CAMS became a regulated business with effect from As a part of our value offerings, we are developing and
September 17, 2021. Subsequently, we made an application implementing various digital products/ applications to enable
to the Reserve Bank of India and have been issued our mutual fund investors (who are our ultimate customers) to
the in-principle approval as a Payment Aggregator on invest seamlessly. Our digital properties continue to perform
February 14, 2023. desirably and set new milestones.
117
Computer Age Management Services Limited
MF Central has been launched by CAMS in collaboration CAMS Recon DynamiX is a robust, fully automated software
with Kfintech. It is a digital solution aimed at enhancing for seamless reconciliation of general ledgers, payments, and
customer service within the Mutual Fund sector by furthering transactions, bringing operational efficiency and ease to the
the ease, convenience, and speed of investing and elevating complex activity of payments and settlements. The software
the overall investment management experience across all efficiently detects errors before they become problems
Mutual Funds. During the year, the solution went live for both and brings down unnecessary delays and attendant risks
financial and non-financial transactions. considerably. Data translation, rules-based matching and
investigative tools enable real-time analytics to monitor multi-
CAMS WealthServ, the digital onboarding platform for level process status with enhanced speed, transparency, and
Alternate Investment Funds (‘AIF’) and Portfolio Management security. The product has been well received by the market.
Services (‘PMS’) investors, has been very well received by
the industry. We continue to augment the product features Technology Solution Provider (TSP) services for
Account Aggregator (AA) Industry is provided by Sterling
and build meaningful partnerships with custodians, which will
Software Private Limited, our wholly owned subsidiary, which
significantly strengthen the product’s market position in future.
commenced operations as a TSP for AA business. TSP
offers implementation of digital signature and encryption for
myCAMS, GoCORP & edge360 are market leading
both FIPs and FIUs.
platforms developed by CAMS scaled new heights during
the year. myCAMS for individual investors and GoCORP
Central Record Keeping Agency (CRA)
for institutional investors continue to offer differentiated
value-added services to our customers. edge360, a digital CAMS’s operations as a Central Recordkeeping Agency
(CRA) commenced in March 2022.
platform for distributors and advisors, is also experiencing
steady adoption and usage. Extensive marketing efforts
As on March 31, 2023, CAMS CRA acquired a 9% market share
and webinars have resulted in significant new registrations
of the eNPS subscribers. With our subscribers expressing
across these platforms, taking the overall registrations to
their satisfaction for our processes, the registration journey
over 64,000 as on March 31, 2023.
has been industry-defining. Our endeavor to provide the best
possible services to our subscribers and other intermediaries
CAMServ chatbot is a chatbot facility, which was launched
is further re-emphasised with the release of multiple user-
on CAMS website, has also been extended as a white
friendly features during the year, including the Points of
labelled service on the AMC websites. Chatbot is a software Presence module.
that simulates human-like conversations with users via
chat. Its key task is to answer user questions through OPPORTUNITIES AND THREATS
instant messages. There is an increased preference for
Opportunities
such offerings over traditional service channels, which is a
CAMS’s brand salience and superior technology, aligned
testimony to its ease of usage. A distributor based chatbot has
with the business model of our clients, continues to make us
also been developed, enabling the distributors to generate
the service partner of choice. Over the last 10 MF launches,
quick transaction links relating to the MF investments of their
we won the mandates from five reputed financial brands and
investors to support seamless transactions.
supported their rapid growth
digiInvest/ digiNFO which enables transactions via SMS
During FY 2022-23, we won the mandates from Helios
link is seeing increased usage amongst the intermediaries.
and Navi as their RTA, indicating our strong potential in
The solution has been enabled with the option to help
the industry. The mandate from Navi (an existing mutual
the distributors and AMC’s generate direct links for NFO fund) was for migrating from its existing service provider
investments and Switch transactions. while Helios, a new mutual fund, is expected to commence
operations soon.
digiLoan against MF units is a product developed for Banks
and NBFCs to provide digital loans against mutual fund Significant wins have also been achieved in alternative
investments This facility enables the Bank/NBFC customers Investment fund market, and in products such as Loan
to avail a loan by pledging their investments in debt and/or Against Mutual Funds (“LAMF”) and Recon Dynamix. Our
equity mutual funds. The product facilitates completion of the Account Aggregator platform and multiple offerings as a
lien marking for the purpose of obtaining loan through online technology solution provider for the AA industry have also
mode and eliminates the need to submit physical documents. experienced considerable client registrations. We are now
The product continues to garner increased attention from the functioning as the Central Record Keeping Agency for
loan providers. the National Pension System (NPS). The NPS platform is
118
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
cloud-based and extends seamless services to the NPS other financial information. Apart from internal controls, we
subscribers and the overall ecosystem. also audit the efficiency and security of our operations, our
information technologies, and data, in accordance with the
More than three decades of domain knowledge and expertise, global standards.
established processes, technology-driven infrastructure, and
marquee clients will enable us to capitalise on the growth We conduct periodic internal audits in line with an audit plan
in Insurance Repository, Account Aggregator, Payment that is drawn at the beginning of the year and approved by
Aggregator and CRA businesses. Increased focus on the Audit Committee. The scope of the exercise includes
KYC requirements and mandatory issuance of policies ensuring adequacy of internal control systems, adherence
in electronic form will also enhance opportunities for the to management policies and compliance with the laws and
insurance repository business significantly. Taking all these regulations of the country.
factors into consideration, we are well placed to secure a
significant market share in the above businesses. Internal Audit Reports are placed before the Audit Committee
of the Board of Directors, which reviews the adequacy and
Threats effectiveness of the internal control systems and suggests
The threats faced by CAMS has been listed as part of improvements for strengthening them further.
the analysis. The Company has a documented policy for
managing the risks/ threats likely to be faced by it. DISCUSSION ON FINANCIAL PERFORMANCE
WITH RESPECT TO O P E R AT I O N A L
With the growing prominence of technology in all our PERFORMANCE
activities, cyber security is of paramount importance to us. This discussion on Financial Analysis encompasses
Enhanced cyber security practices & effective governance CAMS’s consolidated financials during FY 2022-23. We
have resulted in mature cyber security frameworks. To are a technology-driven financial infrastructure and service
safeguard the interest of our stakeholders, we ensure that provider to mutual funds and other financial institutions.
cyber security controls and practices are embedded into our Numbers for the year under review are shown on comparable
business processes. Our IT practices are regularly reviewed basis as discussed below.
and audited by independent agencies and our systems are
subject to intense scrutiny and validation in the systems audit. FY 2022-23 Highlights
Other than this, proactive measures are taken to ensure that • During FY 2022-23, the consolidated revenue from
we are adequately protected against external threats. Our operations was ` 97,183 lakhs as against ` 90,967
BitSight score is 800, which is one of the best in the BFSI lakhs in the previous year.
Sector. We comply with the enhanced requirements imposed
on us by the regulator by virtue of being a Qualified Registrar • The Profit Before Tax was ` 38,019 lakhs as compared
and Transfer Agent. to ` 38,265 lakhs in the previous year.
• The Earnings Per Share was ` 58.3 against ` 58.7 in the
Our revenue is highly concentrated on the Mutual Fund previous year.
industry and its few clients. The competition and the regulatory
restrictions may bring down the total expense ratios, which in • The Company continues to be debt free as on March 31,
turn could lower the fees paid to us by our clients. 2023.
Cognizant of the fact that any failure in detecting errors in KEY FINANCIAL RATIOS
our statutory records or errors or omissions in our business (i) Details of significant changes (i.e., change of 25% or more
operations could expose us to potential losses, we are taking as compared to the immediately previous financial year)
all steps to ensure compliance as per the applicable laws in key financial ratios, along with detailed explanations
and regulations. thereof, have been provided as part of the Notes to the
Standalone Financials Accounts (Note No. 40).
INTERNAL CONTROL SYSTEMS AND ADEQUACY
CAMS has an adequate internal controls system, (ii) Additional Ratios are provided below:
commensurate with the size and nature of its business. The Ratio FY23 FY22
system is supported by documented policies, guidelines, and Debtors Turnover (No of days) 10.9 9.1
procedures to monitor business and operational performance, Current Ratio 6.6 5.2
which are aimed at ensuring business integrity and promoting Operating Profit Margin 34.8% 37.4%
operational efficiency. All the records are adequately Net Profit Margin 28.6% 31 %
maintained for the preparation of financial statements and Change in Return on Net Worth 39.9% 49.3%
119
Computer Age Management Services Limited
120
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
services would affect our business. Towards mitigating these several talent pools through academia collaboration to meet
risks, all the managerial positions have been filled and the our specialised skill requirements. We have a robust training
retention of KMP through ESOPs and incentive programs and development framework to enable certification in the
has been initiated. The process to create future leaders MF Domain. Fostering innovation and automation through
through training, skill certification and workshops is also differentiated and high impact recognition programs has
under progress. been a hall mark of our people excellence practices. Multiple
communities have been formed to engage our employees
Revenue Concentration through various activities, helping us in maintaining a
A significant part of our revenue comes from MF Business. participative work environment.
Within MF the revenue is concentrated within a group of top
clients. To mitigate this risk, the Company is maintaining a Over the years, deep domain knowledge of our employees
persistent focus on enhancing the non-MF revenue. has helped us to establish business leadership and win a
significant market share. Our employees collaborate with
We perceive high growth opportunities in Insurance precision and synchronisation to enable us to be a market
Repository, CAMSPay, and services to AIF clients. In addition, leader and to keep in tune with the demands of the market.
we have also been appointed as the CRA for Pension Funds We continually invest in building a diverse and inclusive
and have added Account Aggregator business to our portfolio environment for our employees and our employees enable
with the aim to broaden our sources for revenue generation. us to reach out to diverse MF investors across the country.
Leveraging the competencies acquired through Mutual Fund
services business, we have launched products like Recon Our career development initiatives range from up-
Dynamix, and Loan against Mutual Funds (LAMF), among skilling, using structured in-house programs and specialist
others. Though we will continue to expand our businesses certifications, to sponsorship of courses at premium
and garner additional revenue from them, the Mutual Fund management institutions. We assist our employees in
services business is likely to remain dominant in near to creating their individual development plans and facilitate
medium term. growth through job rotations, internal hiring, and promotions.
Managers are also encouraged to engage in meaningful
Contractual Risk dialogues and coach employees to enhance their
CAMS has entered into contractual agreements with various performance.
clients that may contain clauses which might adversely
affect our business, on the occurrence of certain events like We continue to uphold high standards of governance
employee fraud or misconduct or errors and omissions in the with respect to all statutory compliance and regulatory
operations. Though we have extensive insurance coverage requirements. Our risk awareness and mitigation programs
for addressing such liabilities, it may not be adequate to fully have furthered our compliance posture. We have several
compensate the loss. avenues for our employees to voice their opinion and work in
a safe and conducive environment.
HUMAN RESOURCES
Employee attraction, development, and retention are key SAFE AND HEALTHY ENVIRONMENT
priorities for CAMS. We believe that engaged employees The operations of CAMS does not involve any manufacturing.
contribute to a higher level of engagement with our clients We strive to maintain the highest safety standards and
and investors, resulting in profitability and growth. Making periodic fire drills are carried out at various premises. First
the Company a great place to work is always our endeavour. aid training is given to a group of employees to handle any
eventuality and employee feedback is regularly obtained on
Our People strategy has been to develop a culture of learning various health and safety considerations. The offices with
& growth, building leadership capability to manage growth a significant number of employees have either an in-house
and to bring out the best in our employees by creating an medical centre or tie-up with leading hospitals to provide
environment for agility and transformation. We have created treatment in case of medical exigencies.
121
Computer Age Management Services Limited
II. Products/services
14. Details of business activities (accounting for 90% of the turnover):
S. Description of Main Activity Description of Business Activity % of Turnover of
No. the Entity
1. Registrar and transfer agent Technology-driven financial infrastructure and services 90%
(RTA) for mutual funds (MFs) provider to Asset Management Companies, Alternate
Investment Funds
15. Products/Services sold by the entity (accounting for 90% of the entity’s turnover):
S. No. Product/Service NIC Code % of total Turnover contributed
1. Service Partner to Asset 62099 90%
Management Company
122
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
III. Operations
16. Number of locations where plants and/or operations/offices of the entity are situated:
Location Number of plants Number of offices Total
National Not Applicable 6 offices 289
280 Service Centres PAN India
3 Data centers
International Not Applicable Not Applicable Not Applicable
17. Markets served by the entity:
a. Number of locations
Locations Number
National (No. of States) 25 States and 5 UTs
International (No. of Countries) Not Applicable
b. What is the contribution of exports as a percentage of the total turnover of the entity?
Not Applicable
IV. Employees
18. Details as of the end of Financial Year:
a. Employees and workers (including differently abled):
S. Particulars Total Male Female
No. (A) No. (B) % (B / A) No. (C) % (C / A)
EMPLOYEES
1. Permanent (D) 5174 3532 68.26% 1642 31.74%
2. Other than Permanent (E) 1269 1013 79.83% 256 20.17%
3. Total Employees (D + E) 6443 4545 70.54% 1898 29.46%
WORKERS
4. Permanent (F)
5. Other than Permanent (G) Not Applicable
6. Total Employees (F + G)
123
Computer Age Management Services Limited
19. Participation/inclusion/representation of women for the year ended March 31, 2023
b. Do the entities indicated in the above table participate in the Business Responsibility initiatives of the
listed entity? (Yes/No) - Yes
124
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
*The company conducts regular employee engagement programmes and any grievances raised by employees are addressed
periodically. No grievances were received through grievance boxes and other HR records. For more details, refer to Corporate
Governance section Page 96.
125
Computer Age Management Services Limited
S. Material issue Indicate Rationale for identifying the In case of risk, Financial implications of
No. identified whether risk risk/ opportunity approachto adapt or the risk or opportunity
or opportunity mitigate (Indicate positive or
(R/O) negative implications)
1 Privacy and Opportunity & Risk : Privacy and Data The Company has Positive : Easier
Data Security Risk Security is a significant risk framed policies with business process
due to increasing digitisation respect to information automation, increased
after pandemic where the technology/ cyber trust and credibility among
number of digital users grew security risk which set stakeholders, improved
exponentially. forth limits, mitigation data management
strategies and internal and protected brand
Opportunity : Having a
controls. reputation.
robust information security
structure (software, expert Information Security Negative : Breach
manpower and operational Management Policy of Privacy and Data
practices) helps us reduce and Cyber Security Security.
cyber threats and ensure and Cyber Resilience
privacy, data security for all Policy are in place
our stakeholders’ privileged for protecting the
information thereby also organisation’s
facilitating increased business cyberspace against
reputation and expansion. cyber-attacks, threats
and vulnerabilities.
2 Community Opportunity Opportunity : Corporate Not applicable Positive : Supporting
and Social Social Responsibility (CSR) the CSR activities
Impact has been a long-standing helps us to create a
commitment at CAMS. meaningful impact for the
Our company’s objective communities we interact
is to support meaningful with.
socio-economic sustainable
development and enable
a larger number of people
to participate and benefit
in country’s economic
progress. The Company has
articulated its CSR philosophy
as supporting the cause of
skill-development training
for sustainable livelihood,
healthcare including
preventive healthcare, women
empowerment and welfare of
senior citizens.
3 Human Capital Opportunity & Risk: Any significant increase Increased focus is Negative: Increased cost
Risk in the turnover of employees being given for making for employee retention.
could impact the productivity the company a great
Positive: Retention
of the organisation place to work.
of key talent through
Opportunity: Human Capital various human resources
is one of the key strategic proposition increases
imperatives for the Company productivity.
and we consistently invest in
the growth & development
for aligning employees to our
business aspirations
126
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
S. Material issue Indicate Rationale for identifying the In case of risk, Financial implications of
No. identified whether risk risk/ opportunity approachto adapt or the risk or opportunity
or opportunity mitigate (Indicate positive or
(R/O) negative implications)
4 Corporate Risk Risk: Inadequate corporate Robust corporate Negative: Potential
Governance governance can lead to governance framework financial loss along
legal, financial, reputational, to mitigate the risks with other legal and
operational risks resulting in and foster a culture reputational damages.
stakeholder dissatisfaction. of transparency
and accountability
for enhanced
value generation
and safeguarding
the interests of
stakeholders.
5 Customer Opportunity Opportunity: Increased Not Applicable Positive: Opportunity
Relationship customer retention through to understand, engage
Management enhanced understanding and serve the customers
of customer sentiments leading to long-term
and market requirements success
leading to improved business
performance
6 Risk Risk Risk: Inadequate systems Effective risk Negative: Failing to
Management to identify, assess and management timely respond to risks
monitor potential risks to the frameworks, processes, may lead to potential
business leads to operational and controls to address financial liabilities.
disruptions and associated the challenges and
financial losses evolve into a resilient
organisation
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Policy and management processes
1. a.
Whether your entity’s policy/ Yes Yes Yes Yes Yes Yes No Yes Yes
policies cover each principle and
its core elements of the NGRBCs.
(Yes/No)
b. Has the policy been approved by Yes Yes Yes Yes Yes Yes No Yes Yes
the Board? (Yes/No)
c.
Web Link of the Policies, if https://www.camsonline.com/about-cams/shareholder-relations/policies
available
2. Whether the entity has translated the Yes. The company has translated the policies into procedures and established
policy into procedures. (Yes / No) internal systems for better governance of NGRBC related focus areas.
127
Computer Age Management Services Limited
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
4. Name of the national and international All policies conform to the regulatory requirements where such regulations
codes/certifications/labels/ standards exist. The policies relating to Information Security Management system
(e.g. Forest Stewardship Council, adhere to the standards of ISO/IEC 27001:2013. The policies relating to
Fairtrade, Rainforest Alliance, Trustea) Quality Management adhere to the standards of ISO 9001:2015
standards (e.g. SA 8000, OHSAS,
ISO, BIS) adopted by your entity and
mapped to each principle.
5. S
pecific commitments, goals and Disclosure levels to be in the top 10% of comparable and best-listed entities
targets set by the entity with defined in India
timelines, if any.
6
Performance of the entity against CAMS, proactively undertake initiatives to reduce our adverse impact on
the specific commitments, goals and the environment. We have deployed digital solutions to reduce resource
targets along-with reasons in case the consumption in our operations and increased the effectiveness of the system
same are not met. for improved disclosures
7. Statement by director responsible for the business responsibility report, highlighting ESG related challenges,
targets and achievements - Refer to MD’s message on Page 15.
8.
Details of the highest authority The Board of directors and the committees supported by senior management
responsible for implementation oversees and reviews the implementation of policies at regular intervals.
and oversight of the Business Details of the Board of Directors including the DIN details is mentioned in
Responsibility policy (ies). Corporate Governance Report, Page 101.
9. D
oes the entity have a specified Yes. CSR and ESG Committee oversees, monitors the ESG programmes
Committee of the Board/ Director of the company. Also, the committee plays a pivotal role in propagating the
responsible for decision making ESG agenda across the organisation. The scope of the committee includes
on sustainability related issues? the following
(Yes / No). If yes, provide details.
a. Monitor, evaluate, if appropriate, and provide guidance on the Company’s
policies, procedures, and practices with respect to ESG Matters.
b. Review and monitor the Company’s non-financial reporting with respect
to ESG Matters.
c. Oversee the Company’s public disclosure on ESG Matters including any
sustainability reports.
d. Review and monitor the Company’s initiatives to manage and mitigate its
environmental impact.
e. Monitor actions or initiatives taken to prevent, mitigate and manage risks
related to ESG Matters which may have a materially adverse impact on
the Company or are otherwise pertinent to its stakeholders and provide
guidance hereon.
128
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
11. Has the entity carried out independent assessment/evaluation of the working of its policies by an external
agency? (Yes/No). If yes, provide the name of the agency.
The processes and compliances to the policies are subject to review by internal and external auditors. From a best
practices perspective as well as from a risk perspective, policies are periodically evaluated and updated by various
department heads and business heads and approved by the management or board.
12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:
Disclosure P1 P2 P3 P4 P5 P6 P7 P8 P9
If answer to question (1) above is “No” - - - - - - Refer - -
i.e. not all Principles are covered by a Note-1
policy, reasons to be stated:
The entity does not consider the - - - - - - Refer - -
Principles material to its business (Yes/ Note-1
No)
The entity is not at a stage where it is in a - - - - - - Refer - -
position to formulate and implement the Note-1
policies on specified principles (Yes/No)
*Note 1: The Company may share its expertise to help in the formulation of public policy but it does not directly engage in advocacy activities
and hence does not have a specific policy for this purpose
129
Computer Age Management Services Limited
130
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
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.
There have been no cases necessitating any appeal/revision.
4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available,
provide a web-link to the policy.
The Company also established a policy on Anti-Corruption and Bribery for Board of Directors and Employees promoting
the adherence to highest standards of ethics, integrity and fairness. The policy is also translated into procedures and
internal controls are established to enforce the objectives. The employees are provided trainings on anti-corruption
and anti-bribery. Code of Conduct outlines the rules and standards to be observed by the employees and Board of
Directors. Further, the Vigil mechanism of the company encourages the employees to report the genuine concerns
which could impact the operations and performances. The value chain partners viz., vendors are also communicated the
company’s objectives through vendor code of conduct. For more information, refer to webpage on company’s policies.
https://www.camsonline.com/about-cams/shareholder-relations/policies
5.
Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law
enforcement agency for the charges of bribery/corruption:
FY 2023 2022
Current Financial Year Previous Financial Year
Directors Nil Nil
KMPs Nil Nil
Employees Nil Nil
7. Provide details of any corrective action taken or under way on issues related to fines/penalties/action taken by
regulators/law enforcement agencies/judicial institutions, on cases of corruption and conflicts of interest.
Not Applicable
LEADERSHIP INDICATORS
i. Awareness programmes conducted for value chain partners on any of the principles during the financial year.
Total No of awareness Topic/principle covered % of value chain partners covered (by value
program held underb the training of business done with such Partners) under
the awareness program
NIL NIL NIL
*The company during periodic interactions with various stakeholder groups including contractors, vendors and customers emphasises
the adherence of various aspects of NGRBC principles and directs the group to conduct business responsibly.
131
Computer Age Management Services Limited
132
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
PRINCIPLE 3 Businesses should respect and promote the well-being of all employees, including those
in their value chains
1. Details of measures for the well-being of employees
Category % of employees covered by
Total Health Accident Maternity Paternity Day care
(A) insurance insurance benefits benefits facilities
No. (B) % (B/A) No. (C) % (C/A) No. (D) % (D/A) No. (E) % (E/A) No. (F) % (F/A)
PERMANENT EMPLOYEES
Male 3532 3532 100% 3532 100% - - 3532 100% - -
Female 1642 1642 100% 1642 100% 1,642 100% - - - -
Total 5174 5174 100% 5174 100% 1,642 31.74% 3532 68.26% - -
OTHER THAN PERMANENT EMPLOYEES
Male 1013 1013 100% 1013 100% - - 1013 100% - -
Female 256 256 100% 256 100% 256 100% - - - -
Total 1,269 1,269 100% 1,269 100% 256 20.17% 1013 79.83% - -
2. Details of retirement benefits for the current and previous financial year
Benefits FY2023 FY2022
Current Financial Year Previous Financial Year
No. of No. of Deducted No. of No. of Deducted
employees workers and employees workers and
covered covered as deposited covered covered as deposited
as a % a % of total with the as a % a % of total with the
of total workers authority of total workers authority
employees (Y/N/N.A.) employees (Y/N/N.A.)
PF 100% NA Yes 100% NA Yes
Gratuity* 100% NA Yes 100% NA Yes
ESI 100% NA Yes 100% NA Yes
Others – please specify NA NA - NA NA -
*Employees completing 5 years of tenure are entitled for Gratuity benefits
3. ccessibility of workplaces are the premises/offices accessible to differently abled employees as per the
A
requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by
the entity in this regard.
Yes. All CAMS offices are accessible to differently abled employees in line with the requirements of Rights of Persons with
Disabilities Act, 2016. The offices are equipped with ramps, fully furnished restrooms for differently abled employees and
elevators for easy accessibility of differently abled employees.
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so,
provide a web-link to the policy.
No. However, CAMS is an equal opportunity employer with fair treatment of employees without any discrimination.
5. Return to work and retention rates of permanent employees that took parental leave.
Gender Permanent employees
Return to work rate Retention rate
Male 100% 100%
Female 55% 61%
Total 81% 84%
133
Computer Age Management Services Limited
6.
Is there a mechanism available to receive and redress grievances for the Permanent and Non-permanent
employees’ categories of employees? If yes, give details of the mechanism in brief.
The company has in place POSH policy, Whistle blower policy and Employee Safety policy applicable to all employees.
The employees and Board of Directors shall express the grievances or concerns relating (not limited to) to illegal or
unethical practices or behaviour, actual or suspected fraud or violation of the Company’s code of conduct or ethics
policy. In addition, the POSH policy and Employee safety policy outlines the mechanisms to report the concerns on
sexual harassment and safety issues. The employees are apprised on the grievance mechanisms during onboarding.
For more details on the Whistle Blower policy, refer to the link. https://www.camsonline.com/assets/PDF/ABOUT_CAMS/
Whistle%20Blower%20Policy.pdf
7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:
CAMS does not have any workers unions or association. The Company, however, recognises the right to freedom of
association and does not discourage collective bargaining.
134
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
b. What are the processes used to identify work- d. Do the employees/workers of the entity have
related hazards and assess risks on a routine access to non-occupational medical and
and non-routine basis by the entity? healthcare services?
We conduct Quarterly Fire Drills at all offices which Yes, the company provides a range of non-
ensures preparedness among the occupants occupational medical and healthcare services to
and internal controls. Fire extinguishers are kept its employees in order to safeguard their physical
stocked to ensure that they can be used effectively and mental well-being. A number of initiatives are
in the event of an emergency. Employees are listed below.
informed about assembly points. The floor plans of
-
BFIT competition to encourage healthy
the premises are exhibited at strategic spots. The
behaviour through exercise, walking, and
display board at offices also includes emergency
mindful eating. The leader boards were
contact information such as police, hospitals, and
monitored by ePortal tracking, and teams that
the fire department. We have full-fledged physical
demonstrated excellence were recognised.
security systems which includes Security guards,
Employees responded enthusiastically to the
Biometric access control system & CCTV systems.
initiative as well.
Electrical safety measures are in place as per
the statutory norms. Many offices have in-house -
Virtual yoga, meditation, and stress
medical teams for any first-aid treatments. management programmes - Awareness
programmes to promote a healthy lifestyle
Various initiatives were launched to promote
physical and mental well-being and nudge -
Webinars on Gratitude, Anxiety, and
employees to develop healthy behaviours and Depression.
habits. All employees and their immediate families
- Awareness programmes for enabling healthy
are eligible for hospitalisation coverage. The
lifestyle
Company has enhanced the employee benefits for
protection of health and well-being such as Group - First aid kits are always maintained and are
term insurance and Personal Accident insurance. available on the premises.
c.
Whether you have processes for workers to -
The Company encourages employees to
report the work-related hazards and to remove avail of top up insurance plan on personal
themselves from such risks. accident insurance for themselves and top up
The nature of the business poses no occupational Mediclaim for their eligible dependents.
hazards to the employees. Employees are - The Company has Gym facilities, Table Tennis
educated on how to mitigate hazards by getting facilities with high workforce concentration.
involved in fire drills and training. We conducted wellness sessions on various
health related topics during the year.
12. Describe the measures taken by the entity to ensure a safe and healthy workplace
The company ensures fair and safe working premises for all the employees through the various initiatives as detailed in
principle 3.
135
Computer Age Management Services Limited
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 and safety practices and working conditions.
Not applicable.
LEADERSHIP INDICATORS
1. Does the entity extend any life insurance or any compensatory package in the event of death of?
(A) Employees (Y/N) = Yes, the company has constituted “Bereavement Grant Policy”.
(B) Workers (Y/N) = Not Applicable
2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited
by the value chain partners.
The Company is compliant with deduction of statutory dues of employees towards income tax, provident fund, professional
tax, Employees State Insurance etc. as applicable from time to time. Value chain partners (vendors) are equally responsible
to comply as per the contract with the Company. The Company has statutory and internal audit policies and procedures
to ensure the above. CAMS ensures that statutory dues for the transactions within the remit of the company are deducted
and deposited duly. The company expects its value chain partners to uphold the transparency and accountability in any
transactions initiated.
3. Provide the number of employees having suffered high consequence work-related injury / ill-health / fatalities (as
reported in Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable employment
or whose family members have been placed in suitable employment:
Total no. of affected employees No. of employees that are rehabilitated
and placed in suitable employment
or whose family members have been
placed in suitable employment
FY2023 FY2022 FY2023 FY2022
Current Financial Previous Financial Current Financial Previous Financial
Year Year Year Year
Employees NIL NIL NIL NIL
Workers Not Applicable
4.
Does the entity provide transition assistance programmes to facilitate continued employability and the
management of career endings resulting from retirement or termination of employment? (Yes/No)
No
136
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
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.
None
PRINCIPLE 4 Businesses should respect the interests of and be responsive to all its stakeholders
ESSENTIAL INDICATOR
1. Describe the processes for identifying key stakeholder groups of the entity.
CAMS is dedicated to being a responsible business player by adhering to high corporate governance standards and
remaining a good corporate citizen. We live up to our brand values catering to the needs of diverse stakeholder groups
and identify the opportunities for business growth. We prioirtise the stakeholder groups by the level of importance they
exert on the business and have strategised structured process for engaging with the stakeholder groups. The company
ensures that the interests of diverse stakeholder groups are balanced in all strategic decision-making processes and
responds to their concerns including Environmental, Social, Economic, and Governance issues in a timely manner.
2. ist stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder
L
group
Key Whether Channels of Frequency of Purpose and scope of
Stakeholders identified as communication (Email, engagement engagement including key
Vulnerable & SMS, Newspaper, (Annually/Half topics and concerns raised
Marginalised Pamphlets, Advertisement, Yearly/ Quarterly during such engagement
Group Community Meetings, / Others – please
(Yes/No) Notice Board, Website), specify)
Others
Customers No Email, Mobile Apps, Monthly Service delivery and Customer
Customer Satisfaction satisfaction
Surveys, Websites, Face to
face meetings
Employees No Emails, Internal Regular Performance appraisal, Career
communications, Career growth, Skill development
reviews training, Fair remuneration, safe
workplace, employee satisfaction.
Suppliers/ No Email, Personal Meetings Regular Code of Conduct, Responsible
Contractors Business practices, Delivery of
services
Investors/ No Email, Website, Newspaper Annual General Financial Performance
Shareholders ads meetings
Community Yes Newspaper, Notice Board, Need-based Implementation of CSR activities
Community Meeting across key scope areas like
Health, Education and, Skill
development.
Governments/ No Email, Regular Meetings Regular Regulatory Compliance
Regulatory bodies
Media No Press Release, Presentation Regular/ Stakeholder Engagement
meetings Quarterly
137
Computer Age Management Services Limited
LEADERSHIP INDICATORS
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.
The company consults with internal and external stakeholder groups on a regular basis through various platforms
such as grievance mechanisms, general meetings, and so on, and mutually discusses EES issues. The feedback
from stakeholder groups are taken up with the board members periodically and strategic direction in decision-making
and policy development follows from the board.
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 inputs received from stakeholders
on these topics were incorporated into the policies and activities of the entity.
Yes, the company identified the key focus areas for CSR intervention through proactive engagement with stakeholder
groups. Also, the key material topics for the organisation is prioritised considering the impact on the stakeholder
groups and the impact of the business on Environment, Economy and Society.
3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/
marginalized stakeholder groups.
The Company implemented need-based community development programs in key focus areas such as the
environment, skill development, and education to meet the needs of disadvantaged, vulnerable, and marginalized
groups, particularly EWS and tribals. Through the following initiatives, we investigated ways to continue supporting
society’s most marginalised segments.
- Providing support to senior citizens who do not have children/relatives
- Women self-help groups for enhancing the entrepreneurial skills.
- Tree plantation to improve the green cover.
PRINCIPLE 5 Businesses should respect and promote human rights
1. Employees who have been provided training on human rights issues and policy(ies)
Category FY2023 FY2022
Current Financial Year Previous Financial Year
Total (A) No. of % Total (C) No. of %
employees (B/A) employees (D/C)
covered (B) covered (D)
EMPLOYEES
Permanent 5174 5174 100% 5444 5444 100%
Other than permanent 1269 1269 100% 1874 1874 100%
Total Employees 6443 6443 100% 7318 7318 100%
138
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
3. Details of remuneration/salary
Male Female
Number Median Number Median
remuneration/ salary/ remuneration/ salary/
wages of respective wages of respective
category in ` category in `
Board of Directors (BoD) 1 412.17 0 NA
(Whole-time directors)
Key Managerial Personnel 2 136.81 0 NA
(other than BoD)
Employees other than BoD and KMP* 4545 2.04 1898 2.04
4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues
caused or contributed to by the business? (Yes/No)
Yes, the employees of CAMS can raise concerns about human rights issues with HR department.
5. Describe the internal mechanisms in place to redress grievances related to human rights issues.
Staff members can contact the Human Resources team for any concerns relating to human rights issues. The complaints
are duly addressed, and appropriate corrective measures are implemented.
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases
To ensure safe work working environment for all employees, the Company enacted an appropriate Policy on the
Prevention of Sexual Harassment of Women at the Workplace in line with the provisions of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013. The POSH Committee, which includes 4 female
members oversees implementation internal controls to prevent harassment incidents. The company is intolerant of any
discrimination or harassment issues and takes prompt action to address the complaint. We also encourage employees
and directors to report genuine concerns, such as illegal or unethical practices or behaviour, while maintaining complete
confidentiality. We educate employees on the prevention of sexual harassment in the workplace on a regular basis
through internal communications and training programmes.
139
Computer Age Management Services Limited
8. Do human rights requirements form part of your business agreements and contracts? (Yes/No)
Yes, human rights mandates are included in business agreements and contracts.
10. P
rovide details of any corrective actions taken or underway to address significant risks/concerns arising from
the assessments at Question 9 above.
Not Applicable
LEADERSHIP INDICATORS
1. etails of a business process being modified / introduced as a result of addressing human rights grievances/
D
complaints.
None
2. Details of the scope and coverage of any human rights due-diligence conducted.
The company conducts periodic audits and engages with all the employees and other related stakeholders for identifying
instances of human rights related issues across the operating boundary. Any serious concerns identified are taken up on
an immediate basis and fair and timely resolution is sought to respected parties. The details and coverage of human rights
due diligence is covered in the essential indicators of the principle 5.
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, 2016?
Yes, the company’s premise/office is accessible to visitors with special needs and adheres to the provisions of the Rights
of Persons with Disabilities Act, 2016.
5. rovide details of any corrective actions taken or underway to address significant risks / concerns arising from
P
the assessments at Question 4 above.
Not Applicable
140
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
PRINCIPLE 6 Businesses should respect and make efforts to protect and restore the environment
Essential Indicators
1. Details of total energy consumption (in Joules or multiples) and energy intensity
Parameter MWh FY 22 - 23 FY 21- 22
Total electricity consumption (A) GJ 22312.10 18413.33
Total fuel consumption (B) GJ 780.19 795.65
Energy consumption through DG (C) GJ 1840.71 2065.05
Solar (D) GJ 63.50 62.28
Total energy consumption (A+B+C) GJ 24996.50 21336.32
Energy intensity per rupee of turnover GJ/million rupees of 2.50 2.30
(Total energy consumption/ turnover in rupees) turnover
ote: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency. (Y/N)
N
If yes, name of the external agency.
No
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 India? (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.
Not Applicable
4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and
implementation.
No
5. Please provide details of air emissions (other than GHG emissions) by the entity.
No, since there are no other emissions than GHG emissions that company accounts for.
6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity
141
Computer Age Management Services Limited
Note: Disclosures of FY2022 is restated with the addition of new fuel sources
7. Does the entity have any project related to reducing Green House Gas emissions? If yes, then provide details.
The company has deployed use of renewable energy in the operations leading to savings of 14.29tCO2 emissions.
8. Provide details related to waste management by the entity, in the following format:
Parameter FY2023 FY2022
Total Waste Generated (in Metric Tonnes)
Plastic waste (A) 0.88 NA
E-waste (B) NA NA
Bio-medical waste (C) NA NA
Construction and demolition waste (D) NA NA
Battery waste (E) 2.750 5.154
Radioactive waste (F) NA NA
Other Hazardous waste. Please specify, if any. (G) NA NA
Other Non-hazardous waste generated (H). Please specify, if any. NA NA
(Break-up by composition i.e., by materials relevant to the sector)
Total (A+B + C + D + E + F + G + H) 3.63 5.154
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 3.63 5.154
(ii) Re-used - -
(iii) Other recovery operations - -
Total 3.63 5.154
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste
(i) Incineration - -
(ii) Landfilling - -
(iii) Other disposal operations - -
Total - -
Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency. (Y/N)
If yes, the name of the external agency.
No
142
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted
by your company to reduce the usage of hazardous and toxic chemicals in your products and processes and the
practices adopted to manage such wastes.
The company has appropriate processes and mechanisms in place to sustainably dispose the wastes generated. Owing
to nature of the business, there are no processes involving the production of hazardous or toxic chemicals are produced.
E-Wastes, which form the major share of the waste generated, are given to authorised recyclers for extending the
lifecycle and disposing the wastes responsibly causing no harm to the surrounding environment.
Reducing paper and printing consumption: We have implemented strong measures for digitising processes to reduce
the need for paper. Further minimising the usage of paper across offices is an ongoing activity. Customer accounts
have now transitioned to digital platforms. Paper based Office stationeries also have now been stopped apart from the
mandatory ones.
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:
Not Applicable, as the company does not have any offices in or near areas that are ecologically sensitive.
11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in
the current financial year:
Not Applicable
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, and Environment
Protection Act and Rules thereunder (Y/N). If not, provide details of all such non-compliances.
Yes. CAMS adheres to all applicable environmental laws, regulations, and guidelines in India.
LEADERSHIP INDICATOR
1. Provide break-up of the total energy consumed (in Joules or multiples) from renewable and non-renewable
sources, in the following format:
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N)
If yes, name of the external agency
NIL
2. Provide the following details related to water discharged:
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N)
If yes, name of the external agency.
Nil. Given the nature of the company’s operations, water management is not material to our business
143
Computer Age Management Services Limited
3. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres):
Nil. Given the nature of the company’s operations, water management is not material to our business
4. Please provide details of total Scope 3 emissions & its intensity, in the following format:
Parameter FY2023
Metric tonnes of CO2 equivalent
Total Scope 3 emissions 299.46
Total Scope 3 emissions (per million rupee of turnover) tCO2e 0.03
*Scope 3 Emissions are computed for Business Travel and Employee Commuting (Cab Travel for Night shift Employees)
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N)
If yes, name of the external agency
No
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.
Not Applicable
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, as per the following format:
Sr. No. Initiative undertaken Details of the initiative (Web-link, if any, Outcome of the initiative
may be provided along with summary)
1. NIL NIL NIL
2. NIL NIL NIL
7.
Does the entity have a business continuity and and cutting-edge digital technologies. The service
disaster management plan? Give details in 100 centres are linked to a central data center, which is
words/web-link supported by back offices in Chennai and Coimbatore,
The company has in place a Business Continuity as well as a central distributor helpdesk. In the event
Management plan that outlines the guidelines for of a disaster, the disaster recovery site in Mumbai
implementing risk mitigation plans in the event of ensures business continuity across all critical functions.
a disaster. The company has implemented best-in- The stakeholders are informed on the discontinuity
class Business Continuity management practises of services through SMS, Emails and other channels
and conducts BCP drills on a regular basis to assess and alternative solutions are offered for preventing the
their effectiveness. The Company has a Business glitches in the delivery of services.
Continuity Policy in place. The Policy is duly approved
by the Risk Management Committee of the Company. 8. isclose any significant adverse impact to the
D
The purpose of the Policy is to formalise the business environment, arising from the value chain of the
continuity program of the Company and to provide entity. What mitigation or adaptation measures
guidelines for developing, implementing, exercising, have been taken by the entity in this regard?
and maintaining group specific business continuity
plans for the respective groups. More importantly, the There was no reported detrimental effect on the
policy seeks to provide for the recovery of critical and environment as a result of the business activities.
important processes in accordance with pre-established
timeframes, restoration of the processing site and 9.
Percentage of value chain partners (by value
ultimately return to a permanent operating environment. of business done with such partners) that were
assessed for environmental impacts.
CAMS provides stakeholders with a competitive
advantage through its robust pan-India infrastructure Not Applicable
144
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
PRINCIPLE 7 Businesses, when engaging in influencing public and regulatory policy, should do so in a
manner that is responsible and transparent
ESSENTIAL INDICATORS
1. a. Number of affiliations with trade and industry chambers/associations.
Number of affiliations with trade and industry chambers/associations - Six
b. List the top 10 trade and industry chambers/associations (determined based on the total members of such
a body) the entity is a member of/affiliated to.
S. Name of the trade and industry chambers/ associations Reach of trade and industry chambers/
No. associations (State/National)
1. Madras Management Association State
2. National Association of Software and Services Companies National
(NASSCOM)
3. Madras Chamber of Commerce and Industry State
4. Registrars Association of India (RAIN) National
5. National Investment Company Service Association (NICSA) International
6. The Institute of Directors The Institute of Directors
2.
Provide details of corrective action taken or channels as given out in the website. The Company has
underway on any issues related to anti-competitive put in place a mechanism to monitor the implementation
conduct by the entity, based on adverse orders of CSR projects as well as the concerns of the
from regulatory authorities. beneficiary community. A voluntary assessment of the
project’s impact and reach is also carried out by an
In FY2023, there were no proven instances of anti-
external agency.
competitive behaviour reported.
4. Percentage of input material (inputs to total inputs
LEADERSHIP INDICATORS by value) sourced from suppliers.
1. Details of public policy positions advocated by the Not Applicable owing to the nature of the business.
entity: However, the company has in place preferential
None sourcing strategies for encouraging start-ups and local
vendors.
PRINCIPLE 8 Businesses should promote inclusive LEADERSHIP INDICATORS
growth and equitable development
1.
Provide details of actions taken to mitigate any
1.
Details of Social Impact Assessments (SIA) of negative social impacts identified in the Social
projects undertaken by the entity based on applicable Impact Assessments (Reference: Question 1 of
laws, in the current financial year. Essential Indicators above):
None Not Applicable
2. Provide information on project(s) for which ongoing 2. Provide the following information on CSR projects
Rehabilitation and Resettlement (R&R) is being undertaken by your entity in designated aspirational
undertaken by your entity. districts as identified by government bodies:
Not Applicable, Owing to nature of the business None
3. Describe the mechanisms to receive and redress 3. (a) Do you have a preferential procurement policy
grievances of the community. where you give preference to purchase from
CAMS has systems in place to acknowledge and suppliers comprising marginalised / vulnerable
tackle the concerns of various stakeholder groups. groups? (Yes/No)
Stakeholders can file grievances through various No
145
Computer Age Management Services Limited
(b) From which marginalised / vulnerable groups PRINCIPLE 9 Businesses should engage with and
do you procure? provide value to their consumers in a responsible
Not Applicable manner
ESSENTIAL INDICATORS
(c)
What percentage of total procurement (by
value) does it constitute? 1. Describe the mechanisms in place to receive and
respond to consumer complaints and feedback.
Not Applicable
Organisation’s business philosophy is centred on
4. etails of the benefits derived and shared from
D driving a continuous focus on improving the customer
the intellectual properties owned or acquired by experience, with convenience at the heart of its customer
your entity (in the current financial year), based on service proposition. The Company’s customers are
traditional knowledge. investors in various mutual funds. Customers can
NIL register their complaints via email, and the company has
5.
Details of corrective actions taken or underway, detailed procedures in place to ensure that complaints
based on any adverse order in intellectual property are resolved as soon as possible. Customers can also
related disputes wherein usage of traditional address their concerns to the compliance officer for
knowledge is involved. prompt resolution. It also conducts customer satisfaction
surveys to gather stakeholder complaints. The findings
NIL are used to develop strategies for improving the
6. Details of beneficiaries of CSR Projects company’s customer experience.
For details on CSR projects and beneficiaries, refer 2. Turnover of products and/services as a percentage
Social and Relationship Capital of turnover from all products/services that carry
information about:
FY 2022-23
As a percentage to total turnover
Environmental and social parameters relevant to the product Not applicable
Safe and responsible usage recycling and/ or safe disposal
146
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
147
Computer Age Management Services Limited
S. Key Audit Matter Our audit procedures related to Key Audit Matter
No.
1. Revenue recognition We evaluated the design of controls and operating
The Company generates revenue primarily from data processing effectiveness of the relevant key controls with respect to
services, customer care services and other allied services to its revenue recognition;
customers. We evaluated the appropriateness of recognition of
revenue based on the requirements of Ind AS 115.
Revenue is the most significant account in the Statement of Profit
and Loss. e Performed substantive testing on samples selected for
W
revenue transactions recorded during the year by verifying
Revenue is recognised in accordance with the agreed terms the underlying documentation/ records;
and conditions of the contract with the respective customers
and when it meets the recognition criteria as per Ind AS 115 on We tested and evaluated the general information technology
“Revenue from contracts with customers”. controls and key application controls surrounding revenue
recognition;
i) he revenue recognition process of the Company is
T We tested on a sample basis, specific revenue transactions
dependent on complex information technology systems. recorded before and after the financial year end date to
ii) There exists a risk of revenue not being recognised: check revenue recognition in the correct financial period;
a) in proportion to the service performed by the company e carried out year on year variance analysis on revenue
W
recognised during the year to identify unusual variance;
b) o
n a basis which is inconsistent with the contractual
terms agreed with the client. e enquired with the key managerial personnel and
W
c) In a correct period. executives of the company on the significant matters relating
to revenue recognition; and
d) considering price revisions/discounts agreed.
e evaluated the adequacy of disclosures relating to the
W
Hence, we consider this as a Key Audit Matter.
Revenue recognition in the financial statements.
148
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
S. Key Audit Matter Our audit procedures related to Key Audit Matter
No.
2. Recognition of Claims e obtained and evaluated the company’s accounting policy
W
in relation to assessing, accounting and disclosure of claims
There are claims raised by Mutual Fund investors, Asset
against the company;
management companies (AMCs) and others against the
company towards processing errors in the course of their We evaluated the design and tested the operating
operations giving rise to claims. effectiveness of the company’s key controls over the
identification, estimation, monitoring and disclosure of
In order to assess the impact of such claims against the company claims;
in its financial statements, the management is required to exercise
significant judgement to determine whether an obligation exists e examined the relevant correspondence with Investors,
W
as at reporting date requiring a provision and / or disclosure in AMCs and others to assess developments in claims to
the financial statements in accordance with the criteria set under identify potentially material cases;
IND AS 37 - Provisions, Contingent Liabilities and Contingent We reviewed the Board and other board level committee
Assets. This involves an estimation, by the management, of the meeting minutes to assess the effectiveness of
outflow of economic resources to settle the present obligation. management’s review controls and conclusions reached;
Considering the high degree of judgement involved in estimation or the significant provisions made, we evaluated the
F
and in view of the significance of the claims to the overall financial provisioning methodology. We tested the underlying data,
statements, this is considered as a key audit matter. assumptions used and obtained documents which are used
in the determination of the provisions recognised including
expected claims; and
or cases where a provision was not recognized, we
F
evaluated the requirements of disclosure in the Ind AS
financial statements.
149
Computer Age Management Services Limited
150
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
section 143 of the Companies Act, 2013, we give h) With respect to the other matters to be
in the “Annexure A” to this report a statement on included in the Auditor’s Report in accordance
the matters specified in paragraphs 3 and 4 of the with Rule 11 of the Companies (Audit and
Order, to the extent applicable. Auditors) Rules, 2014, in our opinion and to
the best of our information and according to
ii) As required by Section 143(3) of the Act, we report the explanations given to us:
that:
(i) The Company has disclosed the impact of
a) e have sought and obtained all the
W pending litigations on its financial position
information and explanations which to the best in its financial statements– Refer note 39
of our knowledge and belief were necessary to the financial statements.
for the purposes of our audit.
(ii) he Company did not have any long-term
T
b) In our opinion, proper books of account contracts including derivative contracts
as required by law have been kept by the for which there were any material
Company so far as it appears from our foreseeable losses.
examination of those books.
(iii) T
he company is not required to transfer
c) he Balance Sheet, the Statement of Profit
T any amounts to the Investor Education
and Loss, Total Comprehensive Income, the and Protection Fund.
Statement of Changes in Equity, and the Cash
Flow Statement dealt with by this report are in (iv) a) he management has represented
T
agreement with the books of account. to us that, to the best of their
knowledge and belief, other than
d) In our opinion, the aforesaid standalone as disclosed in the notes to the
financial statements comply with the accounts, no funds have been
Accounting Standards specified under advanced or loaned or invested
Section 133 of the Act, read with Rule 7 of the (either from share premium or any
Companies (Accounts) Rules, 2014. other sources or kind of funds) by
the company to or in any other
e) On the basis of the written representations persons or entities, including foreign
received from the directors as on March entities (“Intermediaries”), with the
31, 2023 taken on record by the Board of understanding, whether recorded
Directors, none of the directors is disqualified in writing or otherwise, that the
as on March 31, 2023 from being appointed Intermediary shall, whether, directly
as a director in terms of Section 164 (2) of or indirectly lend or invest in other
the Act. persons or entities identified in
any manner whatsoever by or on
f) ith respect to the adequacy of the internal
W behalf of the company (“Ultimate
financial controls over financial reporting of the Beneficiaries”) or provide any
Company and the operating effectiveness of guarantee, security or the like on
such controls, refer to our separate Report in behalf of the Ultimate Beneficiaries.
“Annexure B”.
b) he management has represented
T
g) ith respect to the other matters to be included
W to us that, to the best of their
in the Auditor’s Report in accordance with the knowledge and belief, other than
requirements of section 197(16) of the Act, as as disclosed in the notes to the
amended: accounts, no funds have been
received by the company from any
In our opinion and to the best of our information persons or entities, including foreign
and according to the explanations given to us, entities (“Funding Parties”), with the
the remuneration paid by the Company to its understanding, whether recorded
directors during the year is in accordance with in writing or otherwise, that the
the provisions of section 197 of the Act. company shall, whether, directly
151
Computer Age Management Services Limited
152
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
iii. Based on our examination of records and according to the b) Details of statutory dues referred to in sub-clause
information and explanations given to us, the Company (a) above which have not been deposited as
has made investment in a subsidiary company during on March 31, 2023 on account of disputes are
the year and not provided any guarantee or security or given below:
153
Computer Age Management Services Limited
Nature of Dues Amount Period to which the amount Forum where the
(`) in Lakhs relates dispute is pending
Service tax 410.00 Financial Year 2013-14 CESTAT
Income Tax 6.31 Various Assessment years Demand as per TRACES
viii. A
ccording to the information and explanation given x. a) In our opinion and according to the information and
to us, the company has not surrendered or disclosed explanations given to us, the Company has neither
any transaction, previously unrecorded in the books raised during the year any money by way of initial
of account, in the tax assessments under the Income public offer or further public offer (including debt
Tax Act, 1961, as income during the year. Accordingly, instruments). Accordingly, reporting under clause
reporting under clause 3(viii) of the order does not arise. 3(x)(a) of the order does not arise.
ix. a) Based on our examination of the records of the b) In our opinion and according to the information
Company and according to the information and and explanations given to us, the Company has
explanations give to us and, the Company has not not made any preferential allotment or private
availed any loans or other borrowings from any placement of shares/ fully or partly or optionally
lender during the year. Accordingly, reporting under convertible debentures during the year. Accordingly,
clause 3(ix)(a) of the order does not arise. reporting under clause 3(x)(b) of the order does not
arise.
b) ccording to the information and explanations
A
given to us, the company has not been declared xi. a) o the best of our knowledge and belief and
T
wilful defaulter by any bank or financial institution according to the information and explanations given
or government or any government authority. to us, no fraud by the Company or no fraud on the
Accordingly, reporting under clause 3(ix)(b) of the Company has been noticed or reported during the
order does not arise. course of our audit.
c) In our opinion and according to the information and b) uring the year, no report under sub-section (12) of
D
explanations given to us, the Company has not section 143 of the Companies Act, 2013 has been
availed any term loans during the year. Accordingly, filed in Form ADT-4 as prescribed under rule 13 of
reporting under clause 3(ix)(c) of the order does not Companies (Audit and Auditors) Rules, 2014 with
arise. the Central Government.
d) Based on our examination of records of the c) We have taken into consideration the whistle blower
Company and according to the information and complaints received by the company during the
explanations given to us, the Company did not raise year while determining the nature, timing and extent
any funds during the year. Accordingly, reporting of audit procedures.
under clause 3(ix)(d) of the order does not arise.
xii. In our opinion and according to the information and
e) ased on our examination of records of the Company
B explanations given to us, the Company is not a Nidhi
and according to the information and explanations company as per provisions of the Companies Act, 2013.
given to us, the Company has not taken any funds Accordingly, reporting under clause 3(xii)(a),(b),(c) of the
from any entity or person on account of or to meet Order does not arise.
the obligations of its subsidiaries or associate
companies. Accordingly, reporting under clause xiii. A
ccording to the information and explanations given to
3(ix)(e) of the order does not arise. us and based on our examination of the records of the
Company, all transactions with the related parties are in
f) ccording to the information and explanations
A compliance with sections 177 and 188 of the Companies
given to us, the company has not raised loans Act where applicable and details of such transactions
during the year on the pledge of securities held in have been disclosed in the Ind AS financial statements
its subsidiaries companies. Accordingly, reporting as required by the applicable accounting standards.
under clause 3(ix)(f) of the order does not arise.
154
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
xiv. a) In our opinion and based on our examination, the financial liabilities, other information accompanying the
Company has an adequate internal audit system financial statements and our knowledge of the Board
commensurate with the size and the nature of its of Directors and Management plans and based on our
business. examination of the evidence supporting the assumptions,
nothing has come to our attention, which causes us to
b) We have considered the internal audit reports of believe that any material uncertainty exists as on the
the company, for the year under audit, issued till date of the audit report indicating that Company is not
the date of this audit report. capable of meeting its liabilities existing at the date of
balance sheet as and when they fall due within a period
xv. ccording to the information and explanations given to
A of one year from the balance sheet date. We, however,
us and based on our examination of the records of the state that this is not an assurance as to the future viability
Company during the year, the Company has not entered of the Company. We further state that our reporting is
into non-cash transactions with directors or persons based on the facts up to the date of the audit report and
connected with its directors and hence provisions we neither give any guarantee nor any assurance that all
of section 192 of the Companies Act, 2013 are not liabilities falling due within a period of one year from the
applicable to the company. Accordingly, reporting under balance sheet date, will get discharged by the Company
clause 3(xv) of the order does not arise. as and when they fall due.
xvi. a) In our opinion, the Company is not required to be xx. a) here is no unspent amount towards Corporate
T
registered under section 45-IA of the Reserve Bank Social Responsibility (CSR) on other than ongoing
of India Act, 1934. Hence, reporting under clause projects requiring a transfer to a Fund specified in
3(xvi)(a), (b) and (c) of the Order is not applicable. Schedule VII to the Companies Act in compliance
with second proviso to sub-section (5) of Section 135
b) In our opinion, there is no core investment company of the said Act. Accordingly, reporting under clause
within the Group (as defined in the Core Investment 3(xx)(a) of the Order is not applicable for the year.
Companies (Reserve Bank) Directions, 2016) and
accordingly reporting under clause 3(xvi)(d) of the b) There is no amount remaining unspent under
Order is not applicable. sub-section (5) of section 135 of the Companies
Act, pursuant to any ongoing project. Accordingly,
xvii. B
ased on our examination of the records and according reporting under clause 3(xx)(b) of the Order is not
to the information and explanation given to us, the applicable for the year.
Company has not incurred cash losses during the
financial year and in the immediately preceding financial For Brahmayya & Co.,
year. Chartered Accountants
Firm Regn. No.000511S
xviii. There has been no resignation of the statutory auditors
of the Company during the year. Accordingly reporting Sd/-
under clause 3(xviii) of the order does not arise. P. Babu
Partner
xix. O
n the basis of the financial ratios, ageing and expected Place: Chennai. Membership No. 203358
dates of realization of financial assets and payment of Date: May 6, 2023 UDIN: 23203358BGWEPW9786
155
Computer Age Management Services Limited
REPORT ON THE INTERNAL FINANCIAL Our audit involves performing procedures to obtain audit
CONTROLS UNDER CLAUSE (I) OF SUB- evidence about the adequacy of the internal financial
SECTION 3 OF SECTION 143 OF THE controls system over financial reporting and their operating
COMPANIES ACT, 2013 (“THE ACT”) effectiveness. Our audit of internal financial controls over
We have audited the internal financial controls over financial financial reporting included obtaining an understanding of
reporting of Computer Age Management Services Limited internal financial controls over financial reporting, assessing
(“the Company”) as of 31 March 2023 in conjunction with our the risk that a material weakness exists, and testing and
audit of the Ind AS financial statements of the Company for evaluating the design and operating effectiveness of internal
the year ended on that date. controls based on the assessed risk. The procedures selected
depend on the auditor’s judgment, including the assessment
MANAGEMENT’S RESPONSIBILITY FOR of the risks of material misstatement of the Ind AS financial
INTERNAL FINANCIAL CONTROLS statements, whether due to fraud or error.
The Company’s management is responsible for establishing
We believe that the audit evidence we have obtained is
and maintaining internal financial controls based on the
sufficient and appropriate to provide a basis for our audit
internal controls over financial reporting criteria established
opinion on the Company’s internal financial controls system
by the Company considering the essential components
over financial reporting.
of internal controls stated in the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting
MEANING OF INTERNAL FINANCIAL
(“the Guidance Note”) issued by the Institute of Chartered
CONTROLS OVER FINANCIAL REPORTING
Accountants of India (‘ICAI’). These responsibilities include
the design, implementation and maintenance of adequate A company’s internal financial controls over financial reporting
internal financial controls that were operating effectively for is a process designed to provide reasonable assurance
ensuring the orderly and efficient conduct of its business, regarding the reliability of financial reporting and the
including adherence to company’s policies, the safeguarding preparation of financial statements for external purposes in
of its assets, the prevention and detection of frauds and errors, accordance with generally accepted accounting principles. A
the accuracy and completeness of the accounting records, company’s internal financial controls over financial reporting
and the timely preparation of reliable financial information, as includes those policies and procedures that (1) pertain to the
required under the Companies Act, 2013 (“the Act”). maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the
AUDITORS’ RESPONSIBILITY assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation
Our responsibility is to express an opinion on the Company’s
of financial statements in accordance with generally accepted
internal financial controls over financial reporting based on
accounting principles, and that receipts and expenditures
our audit. We conducted our audit in accordance with the
of the company are being made only in accordance with
Guidance Note on Audit of Internal Financial Controls Over
authorisations of management and directors of the company;
Financial Reporting (the “Guidance Note”) and the Standards
and (3) provide reasonable assurance regarding prevention
on Auditing, issued by ICAI and deemed to be prescribed
or timely detection of unauthorised acquisition, use, or
under section 143(10) of the Companies Act, 2013, to the
disposition of the company’s assets that could have a material
extent applicable to an audit of internal financial controls,
effect on the financial statements.
both applicable to an audit of Internal Financial Controls
and, both issued by the Institute of Chartered Accountants of
INHERENT LIMITATIONS OF INTERNAL
India. Those Standards and the Guidance Note require that
FINANCIAL CONTROLS OVER FINANCIAL
we comply with ethical requirements and plan and perform
REPORTING
the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting Because of the inherent limitations of internal financial controls
was established and maintained and if such controls operated over financial reporting, including the possibility of collusion
effectively in all material respects. or improper management override of controls, material
156
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
misstatements due to error or fraud may occur and not be components of internal controls stated in the Guidance
detected. Also, projections of any evaluation of the internal Note on Audit of Internal Financial Controls Over Financial
financial controls over financial reporting to future periods Reporting issued by the Institute of Chartered Accountants
are subject to the risk that the internal financial controls of India.
over financial reporting may become inadequate because of
changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate. For Brahmayya & Co.,
Chartered Accountants
OPINION Firm Regn. No.000511S
In our opinion, the Company has, in all material respects,
an adequate internal financial controls system over financial Sd/-
reporting and such internal financial controls over financial P. Babu
reporting were operating effectively as at 31 March 2023, Partner
based on the internal controls over financial reporting criteria Place: Chennai. Membership No. 203358
established by the Company considering the essential Date: May 6, 2023 UDIN: 23203358BGWEPW9786
157
Computer Age Management Services Limited
158
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
159
Computer Age Management Services Limited
160
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
161
Computer Age Management Services Limited
(2) Previous reporting period (For the Year ended March 31, 2022)
Balance at the Restated balance at
Changes in Equity Changes in equity Balance at the end of
beginning of the the beginning of the
Share Capital due to share capital during the previous
previous previous
prior period errors the previous year reporting period
reporting period reporting period
4,879.10 - 4,879.10 11.25 4,890.35
B. OTHER EQUITY
(1) Current reporting period (For the Year ended March 31, 2023)
Particulars Reserves and Surplus# Total
Securities Retained ESOP Other General
Premium Earnings Reserves Comprehensive Reserve
Income
Balance at the beginning of the 1,596.11 40,477.42 3,108.35 (650.45) 11,035.43 55,566.86
current reporting period
Changes in accounting policy - - - - - -
or prior period errors
Restated balance at the 1,596.11 40,477.42 3,108.35 (650.45) 11,035.43 55,566.86
beginning of the current
reporting period
Increase in share capital on 1,244.52 - - - - 1,244.52
account of exercise of ESOP
scheme*
ESOP Amortisation for the - - 2,672.31 - - 2,672.31
period**
Amount transferred to - - (537.60) - - (537.60)
Securities premium from ESOP
reserve due to exercise of
ESOP scheme
Total Comprehensive Income - 27,454.03 - (10.56) - 27,443.47
for the current year
Dividends - (18,483.43) - - - (18,483.43)
Transfer to retained earnings - - - - - -
Balance at the end of the 2,840.63 49,448.02 5,243.06 (661.01) 11,035.43 67,906.13
current reporting period
* ` 537.60 lakhs pertains to an adjustment from ESOP reserve and balance amounting to ` 706.91 lakhs is realised in cash
** Includes ESOP cost of employees of subsidiaries amounting to ` 156.64 lakhs
# Share application money pending allotment, Equity component of compound financial instruments, Capital Reserve, Debt
instruments through Other Comprehensive Income, Equity Instruments through Other Comprehensive Income, Effective portion
of Cash Flow Hedges, Revaluation Surplus, Exchange differences on translating the financial statements of a foreign operation,
Money received against share warrants are not applicable to the company..
162
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
* ` 548.90 lakhs pertains to an adjustment from ESOP reserve and balance amounting to ` 752.24 lakhs is realised in cash
** Includes ESOP cost of employees of subsidiaries amounting to ` 216.11 lakhs
# Share application money pending allotment, Equity component of compound financial instruments, Capital Reserve, Debt
instruments through Other Comprehensive Income, Equity Instruments through Other Comprehensive Income, Effective portion
of Cash Flow Hedges, Revaluation Surplus, Exchange differences on translating the financial statements of a foreign operation,
Money received against share warrants are not applicable to the company.
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
163
Computer Age Management Services Limited
B. Functional and Presentation currency ote 3(b) – Classification of financial assets; assessment
N
of business model within which the assets are held and
Indian Rupee (₹) is the Company’s functional currency
assessment of whether the contractual terms of financial
and the currency of the primary economic environment
assets are solely payment of principal and interest on
in which the Company operates. Accordingly, the
principal amount outstanding.
management has presented the financial statements in
Indian Rupees (₹). All amounts have been rounded-off ote 3(f) – Whether an arrangement contains a lease;
N
to the nearest lakhs upto two decimal places, unless assessment of lease term.
otherwise indicated.
164
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Assumptions and estimation uncertainties Black Scholes model to determine the fair value
Information about assumptions and estimation of the options granted. Estimating the fair value of
uncertainties that have a significant risk of resulting in a the share options granted require determination
material adjustment in the year ending 31 March 2023 of the most appropriate valuation model, which
are discussed below: is dependent on the terms and conditions of the
grant. This estimate also requires determination
(i) Fair value measurement of financial instruments of the most appropriate inputs to the valuation
hen the fair value of financial assets and financial
W model including the expected life of the share
liabilities recorded in the balance sheet cannot be option, volatility and dividend yield and making
derived from active markets, their fair value is assumptions about them. The assumptions and
determined using valuation techniques including models used for estimating the fair value for the
the discounted cash flow model. The inputs to these share based payment transactions are disclosed
models are taken from observable markets where in Note 36.
possible. Where this is not feasible, a degree of
judgement is required in establishing fair values. (vi) Defined benefit plans
The judgement includes considerations of inputs T he obligation from defined benefit plan is
such as liquidity risk, credit risk and volatility. Details determined using actuarial valuations. An actuarial
about fair value measurements are disclosed in valuation involves making assumptions that may
Note 35. differ from actual developments in the future. These
include the determination of the discount rate,
(ii) Impairment of financial assets future salary increases and mortality rates. Due
The Company estimates lifetime expected credit to the complexities involved in the valuation and
loss allowance is computed based on historical its long term nature, a defined benefit obligation is
payment patterns, customer credit worthiness and highly sensitive to changes in these assumptions.
customer concentrations, adjusted for forward All assumptions are reviewed at each reporting
looking information on collection. Details about the date. Details about the defined benefit obligations
expected credit loss allowance are disclosed in are disclosed in Note 26.
Note 35.
(vii) Provisions and contingencies
(iii) Impairment of non-financial assets
The Company estimates the provisions that have
The determination of recoverable amounts of the present obligations as a result of past events,
cash generating units assessed in an impairment and it is probable that outflow of resources will be
test requires the Company to estimate their fair required to settle the obligations. These provisions
values net of disposal costs as well as their value- are reviewed at the end of each reporting date and
in-use. The assessment of value-in-use requires are adjusted to reflect the current best estimates.
assumptions to be made with respect to the
operating cash flows of the cash generating unit as he Company uses significant judgement to
T
well as discount rates. disclose contingent liabilities. Contingent liabilities
are disclosed when there is a possible obligation
(iv) Useful life and residual value of property, plant arising from past events, the existence of which
and equipment and intangible assets will be confirmed only by the occurrence or non-
Useful lives of property, plant and equipment are occurrence of one or more uncertain future events
taken as prescribed in Schedule II of the Act. In not wholly within the control of the Company or
case of intangible assets, useful life is estimated a present obligation that arises from past events
by management taking into account the nature of where it is either not probable that an outflow of
the asset and the estimated usage of the asset. resources will be required to settle the obligation,
Residual value is estimated by management at the or a reliable estimate of the amount cannot be
time the asset is acquired and reviewed periodically, made. Contingent assets are neither recognised
including at each financial year end. nor disclosed in the financial statements.
165
Computer Age Management Services Limited
any) annually, or more frequently when there is - Level 1: quoted prices (unadjusted) in active
indication for impairment. If the recoverable amount markets for identical assets or liabilities.
is less than its carrying amount, the impairment loss
- evel 2: inputs other than quoted prices included
L
is accounted for in the statement of profit and loss.
in Level 1 that are observable for the asset or
liability, either directly (i.e. as prices) or indirectly
The determination of recoverable amounts of the
(i.e. derived from prices).
cash generating units (subsidiaries) assessed in an
impairment test requires the Company to estimate - Level 3: inputs for the asset or liability that are not
their fair values net of disposal costs as well as based on observable market data (unobservable
their value-in-use. The assessment of value-in-use inputs).
requires assumptions to be made with respect to
the operating cash flows of the cash generating unit When measuring the fair value of an asset or a liability,
(subsidiaries) as well as discount rates. the Company uses observable market data as far as
possible. If the inputs used to measure the fair value
(ix) Income taxes of an asset or a liability fall into different levels of the
fair value hierarchy, then the fair value measurement
The Company establishes provisions based on
is categorised in its entirety in the same level of the fair
reasonable estimates, for possible consequences of
value hierarchy as the lowest level input that is significant
assessment by the tax authorities of the jurisdiction in
to the entire measurement.
which it operates. The amount of provision is based
on various factors such as experience of previous F. Standards issued but not effective
tax assessments and differing interpretations of tax
Ministry of Corporate Affairs (“MCA”) notifies new
laws by the taxable entity and the responsible tax
standard or amendments to the existing standards.
authority. The Company assesses the probability of
There is no such notification which would have been
litigation and subsequent cash outflow with respect
applicable from April 1, 2023.
to taxes.
G. Classification of assets and liabilities as
deferred tax asset is recognized to the extent that it
A
current and non-current
is probable that future taxable profit will be available
he Company presents assets and liabilities in
T
against which the deductible temporary differences
the balance sheet based on current/ non-current
and tax losses can be utilized. Accordingly, the
classification.
Company exercises its judgement to reassess the
carrying amount of deferred tax assets at the end An asset is treated as current when it is:
of each reporting period.
xpected to be realized or intended to be sold or
E
E. Measurement of fair values consumed in normal operating cycle,
166
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
167
Computer Age Management Services Limited
168
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
(ii) Financial asset at FVTOCI indication of impairment exists, the carrying amount
debt instrument shall be measured at fair value
A of the investment is assessed and written down
through other comprehensive income if both of the immediately to its recoverable amount. On disposal
following conditions are met: of investments in subsidiaries, the difference
between net disposal proceeds and the carrying
he objective of the business model is
T amount are recognized in the Statement of Profit
achieved by both collecting contractual cash or Loss.
flows and selling financial assets and
(v) Financial assets at FVTPL
the asset’s contractual cash flow represent
SPPI debt instruments included within VTPL is a residual category for financial assets.
F
FVTOCI category are measured initially as Any financial asset which does not meet the
well as at each reporting period at fair value criteria for categorization as at amortized cost or
plus transaction costs. as FVTOCI, is classified as FVTPL. In addition
the Company may elect to designate the financial
Fair value movements are recognized in Other asset, which otherwise meets amortized cost or
Comprehensive Income (“OCI”). However, the FVTOCI criteria, as FVTPL if doing so eliminates or
Company recognises interest income, impairment significantly reduces a measurement or recognition
losses & reversals and foreign exchange gain loss inconsistency.
in Profit or Loss. On derecognition of the asset,
II) Financial liabilities
cumulative gain or loss previously recognized in
OCI is reclassified from OCI to profit and loss. (i) Financial liabilities at amortized cost
Interest earned is recognized under the expected inancial liabilities at amortized cost represented by
F
interest rate (EIR) model. trade and other payables are initially recognized at
fair value, and subsequently carried at amortized
Currently the Company has not classified any cost using the effective interest method. Interest
interest bearing debt instrument under this category expense and foreign exchange gains and losses
are recognized in the Statement of Profit or Loss.
(iii) Equity instruments at FVTOCI and FVTPL Any gain or loss on derecognition is also recognized
ll equity instruments are measured at fair
A in the Statement of Profit or Loss.
value other than investment in subsidiaries, joint
(ii) Financial liabilities at FVTPL
venture and associate. Equity instruments held
for trading are classified as FVTPL. For all other A financial liability is classified as at FVTPL if it is
equity instruments, the Company may make an classified as held for trading, or it is designated as
irrevocable election to present subsequent changes such on initial recognition. Financial liabilities at
in the fair value in OCI. The Company makes such FVTPL are measured at fair value and net gains
election on an instrument-by-instrument basis. and losses, including any interest expense, are
recognized in the Statement of Profit or Loss.
If the Company decides to classify an equity
instrument as at FVTOCI, then all fair value III) Derecognition
changes on the instrument, excluding dividend Financial assets
are recognized in OCI which is not subsequently he Company derecognizes a financial asset when
T
recycled to Profit or Loss. the contractual rights to the cash flows from the
financial asset expire, or it transfers the rights to
If the Company decides to classify an equity
receive the contractual cash flows in a transaction
instrument as at FVTPL, then all fair value changes
in which substantially all of the risks and rewards
on the instrument and dividend are recognized in
of ownership of the financial asset are transferred
Profit or Loss.
or in which the Company neither transfers nor
Currently the Company has not classified any equity retains substantially all of the risks and rewards
instrument neither at FVTOCI nor at FVTPL. of ownership and does not retain control of the
financial asset.
(iv) Equity investments in Subsidiaries
Investments in subsidiaries are carried at cost less If the Company enters into transactions whereby
accumulated impairment losses, if any. Where an it transfers assets recognized on its balance sheet
169
Computer Age Management Services Limited
but retains either all or substantially all the risks and receive (i.e. all shortfalls), discounted at the original EIR.
rewards of the transferred assets, the transferred When estimating the cash flows, an entity is required to
assets are not derecognized. consider:
ll contractual terms of the financial instrument
A
Financial liabilities
(including prepayment, extension etc.) over the
The Company derecognizes a financial liability expected life of the financial instrument. However,
when its contractual obligations are discharged or in rare cases when the expected life of the financial
cancelled or expired. instrument cannot be estimated reliably, then the
entity is required to use the remaining contractual
he Company also derecognizes a financial
T term of the financial instrument.
liability when its terms are modified and the cash
flows under the modified terms are substantially Cash flows from the sale of collateral held or
different. In this case, a new financial liability based other credit enhancements that are integral to the
on the modified terms is recognized at fair value. contractual terms.
The difference between the carrying amount of the
financial liability extinguished and the new financial resentation of allowance for expected credit losses
P
liability with modified terms is recognized in the in the balance sheet
Statement of Profit or Loss. oss allowances for financial assets measured at
L
amortized cost are deducted from the gross carrying
c) Impairment amount of the assets.
(i)
Financial assets carried at amortized cost and
FVTOCI Write-off
In accordance with Ind AS 109, the Company applies The gross carrying amount of a financial asset is written
Expected Credit Loss (ECL) model for measurement and off (either partially or in full) to the extent that there is no
recognition of impairment loss. The Company follows realistic prospect of recovery. This is generally the case
‘simplified approach’ for recognition of impairment when the Company determines that the debtor does not
loss allowance on trade receivable. The application have assets or sources of income that could generate
of simplified approach does not require the Company sufficient cash flows to repay the amounts subject to the
to track changes in credit risk. Rather, it recognizes write‑off. However, financial assets that are written off
impairment loss allowance based on lifetime ECLs at could still be subject to enforcement activities in order
each reporting date, right from its initial recognition. to comply with the Company’s procedures for recovery
For recognition of impairment loss on other financial of amounts due.
assets and risk exposure, the Company determines
that whether there has been a significant increase in the (ii) Impairment of equity investments measured at cost
credit risk since initial recognition. If credit risk has not Investments are measured at cost are tested for
increased significantly, 12-month ECL is used to provide impairment at the end of each reporting period. Any
for impairment loss. However, if credit risk has increased impairment loss is recognized in the statement of profit
significantly, lifetime ECL is used. If in subsequent period, and loss, if the amount of impairment loss decreases
credit quality of the instrument improves such that there subsequently then the previously recognized impairment
is no longer a significant increase in credit risk since loss is reversed in the statement of profit and loss.
initial recognition, then the entity reverts to recognizing
impairment loss allowance based on 12 month ECL. (iii) Impairment of non-financial assets
Lifetime ECLs are the expected credit losses resulting t each reporting date, the Company reviews the
A
from all possible default events over the expected life of carrying amounts of its non-financial assets (other than
a financial instrument. The 12 month ECL is a portion of deferred tax assets) to determine whether there is any
the lifetime ECL which results from default events that indication of impairment. If any such indication exists,
are possible within 12 months after the reporting date. then the asset’s recoverable amount is estimated. For
impairment testing, assets are grouped together into
Measurement of expected credit losses the smallest group of assets that generates the cash
CL is the difference between all contractual cash flows
E inflows from continuing use that are largely independent
that are due to the Company in accordance with the of the cash inflows of other assets or Cash Generating
contract and all the cash flows that the entity expects to Units (‘CGU’). The recoverable amount of a CGU (or an
170
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
individual asset) is the higher of its value in use and its If significant parts of an item of property, plant and
fair value less costs to sell. equipment have different useful lives, then they are
accounted for as separate items (major components) of
alue in use is based on the estimated future cash
V property, plant and equipment.
flows, discounted to their present value using a pre-tax
discount rate that reflects current market assessments The cost and related accumulated depreciation are
of time value of money and the risks specific to the CGU eliminated from the financial statements upon sale or
(or the asset). Where it is not possible to estimate the retirement of the asset and the resultant gains or losses
recoverable amount of the individual asset, the Company are recognized in the Statement of Profit and Loss.
estimates the recoverable amount of the CGU to which
the asset belongs. An impairment loss is recognized if ny gain or loss on disposal of an item of property, plant
A
the carrying amount of an asset or CGU exceeds its and equipment is recognized in the Statement of Profit
recoverable amount. or Loss.
171
Computer Age Management Services Limited
172
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
173
Computer Age Management Services Limited
(iii) Defined benefit plans a liability at the present value of the obligation as at the
A defined benefit plan is a post-employment benefit plan Balance Sheet date less fair value of the plan assets
other than a defined contribution plan. out of which the obligations are expected to be settled.
The cost of providing benefits is measured on the basis
or defined benefit plans in the form of gratuity fund,
F of an annual independent actuarial valuation using the
the cost of providing benefits is determined using the projected unit credit method. Remeasurements gains or
projected unit credit method, with actuarial valuations losses are recognized in the Statement of Profit or Loss
being carried out at the end of each annual reporting in the period in which they arise.
period. The contributions made to the fund are recognized
as plan assets. The defined benefit obligation as reduced (v) Share-based payment transactions
by fair value of plan assets is recognized on the Balance he Employee Stock Option Schemes of the company
T
Sheet. provide for grant of options to employees of the Group
to acquire the equity shares of the Company that vest in
hen the calculation results in a potential asset for
W a graded manner and that are to be exercised within a
the Company, the recognized asset is limited to the specified period. Equity-settled share-based payments
present value of economic benefits available in the to employees are measured at the fair value of the equity
form of any future refunds from the plan or reductions instruments at the grant date. The fair value determined
in future contributions to the plan (‘the asset ceiling’). at the grant date of the equity-settled share based
In order to calculate the present value of economic payments is expensed on a straight-line basis over
benefits, consideration is given to any minimum funding the vesting period, based on the Company’s estimate
requirements. of equity instruments that will eventually vest, with a
corresponding increase in equity. At the end of each
emeasurements of the net defined benefit liability,
R reporting period, the Company revises its estimate of
which comprise actuarial gains and losses, the return the number of equity instruments expected to vest. The
on plan assets (excluding interest) and the effect of the impact of the revision of the original estimates, if any, is
asset ceiling (if any, excluding interest), are recognized recognized in the Statement of Profit or Loss such that
in OCI. the cumulative expense reflects the revised estimate,
with a corresponding adjustment to Employee Stock
The Company determines the net interest expense Option Reserve account in Reserves & Surplus.
(income) on the net defined benefit liability (asset) for
the period by applying the discount rate used to measure In respect of options granted to employees of subsidiaries,
the defined benefit obligation at the beginning of the the Company recovers the related compensation cost
annual period to the then-net defined benefit liability from the respective subsidiaries.
(asset), taking into account any changes in the net
defined benefit liability (asset) during the period as a i) Income taxes
result of contributions and benefit payments. Net interest Income tax comprises current and deferred tax. It is
expense and other expenses related to defined benefit recognized in the Statement of Profit or Loss except
plans are recognized in the Statement of Profit or Loss. to the extent that it relates to a business combination
or to an item recognized directly in equity or in other
hen the benefits of a plan are changed or when a plan
W comprehensive income.
is curtailed, the resulting change in benefit that relates
to past service (‘past service cost’ or ‘past service Current tax
gain’) or the gain or loss on curtailment is recognized urrent tax comprises the expected tax payable or
C
immediately in the Statement of Profit or Loss. The receivable on the taxable income or loss for the year
Company recognises gains and losses on the settlement and any adjustment to the tax payable or receivable in
of a defined benefit plan when the settlement occurs. respect of previous years. The amount of current tax
reflects the best estimate of the tax amount expected
(iv) Other long-term employee benefits to be paid or received after considering the uncertainty,
ompensated absences which are not expected to occur
C if any, related to income taxes. It is measured using tax
within twelve months after the end of the period in which rates (and tax laws) enacted or substantively enacted by
the employee renders related service are recognized as the reporting date.
174
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Deferred tax is not recognized for If the effect of the time value of money is material,
emporary differences arising on the initial recognition of
T provisions are determined by discounting the expected
assets or liabilities in a transaction that is not a business future cash flows at a pre-tax rate that reflects current
combination and that affects neither accounting nor market assessment of the time value of money and risks
taxable profit or loss at the time of the transaction. specific to the liability. When discounted, the increase in
provision due to the passage of time is recognized as
eferred income tax asset are recognized to the extent
D finance cost.
that it is probable that taxable profit will be available
against which the deductible temporary differences, and ontingent liabilities are disclosed when there is a
C
the carry forward of unused tax credits and unused tax possible obligation arising from past events, the existence
losses can be utilized. Deferred income tax liabilities are of which will be confirmed only by the occurrence or non-
recognized for all taxable temporary differences. occurrence of one or more uncertain future events not
wholly within the control of the Company or a present
The carrying amount of deferred income tax assets is obligation that arises from past events where it is either
reviewed at each reporting date and reduced to the not probable that an outflow of resources will be required
extent that it is no longer probable that sufficient taxable to settle the obligation or a reliable estimate of the
profit will be available to allow all or part of the deferred amount cannot be made.
income tax asset to be utilized. Deferred income tax
assets and liabilities are measured at the tax rates that A contingent asset is not recognised but disclosed in the
are expected to apply in the period when the asset is financial statements where an inflow of economic benefit
realized or the liability is settled, based on tax rates is probable.
(and tax laws) that have been enacted or substantively
enacted at the reporting date. ommitments includes the amount of purchase order
C
(net of advance) issued to counterparties for supplying
Deferred tax assets and liabilities are offset if there is a / development of assets and amounts pertaining to
legally enforceable right to offset current tax liabilities Investments which have been committed but not called
and assets, and they relate to income taxes levied by for.
the same tax authority but they intend to settle current
tax liabilities and assets on a net basis or their tax assets Provisions, contingent assets, contingent liabilities and
and liabilities will be realised simultaneously. commitments are reviewed at each balance sheet date.
175
Computer Age Management Services Limited
value of the lower of the expected cost of terminating equity shares are deemed converted as of the beginning
the contract and the expected net cost of continuing of the period, unless issued at a later date. Dilutive
with the contract. Before such a provision is made, the potential equity shares are determined independently for
Company recognizes any impairment loss on the assets each period presented. The number of equity shares and
associated with that contract. potentially dilutive equity shares are adjusted for bonus
shares, consolidation of shares, etc. as appropriate.
k) Earnings per share
he Company reports basic and diluted earnings per
T l) Cash and cash equivalents
share in accordance with Ind AS 33 on Earnings per ash and cash equivalents are short-term highly liquid
C
share. investments that are readily convertible into cash with
original maturities of three months or less. Cash and
he basic earnings per share is computed by dividing
T cash equivalents consist primarily of cash and deposits
profit after tax attributable to the equity shareholders with banks.
by the weighted average number of equity shares
outstanding during the reporting period. m) Cash flow statement
ash flows are reported using the indirect method,
C
iluted earnings per share is computed by dividing the
D whereby net profit / (loss) before tax is adjusted for
net profit after tax by the weighted average number of the effects of transactions of non-cash nature and any
equity shares considered for deriving basic earnings deferrals or accruals of past of future cash receipts and
per share and also weighted average number of equity payments. The cash flows from operating, investing and
shares that could have been issued upon conversion financing activities of the Company are segregated.
of all dilutive potential equity shares. Dilutive potential
176
Notes Forming Part of the Standalone Ind AS Financial Statement
for the Year Ended March 31, 2023
NOTE 4 : FIXED ASSETS
I. Current year
a) Property Plant and Equipment
In ` Lakhs
Sl. Property, Plant and Gross Block Accumulated Depreciation Net Block
No. Equipment - Owned/ Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
Acquired at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2022 2023 2022 the year Adjustments 2023 2023 2022
Corporate Overview
of Assets
1 Land 2,439.21 - - 2,439.21 - - - - 2,439.21 2,439.21
2 Buildings 503.48 - - 503.48 242.80 12.50 - 255.30 248.18 260.68
3 Plant & Equipment 626.02 59.95 43.03 642.94 285.90 69.54 35.93 319.51 323.43 340.12
4 Furniture & Fixtures 2,075.04 37.86 34.43 2,078.47 1,525.37 156.61 32.33 1,649.65 428.82 549.67
5 Leasehold 429.24 138.11 - 567.35 75.18 197.95 - 273.13 294.22 354.06
Improvements
6 Office equipments 1,179.40 112.81 40.60 1,251.61 913.98 142.00 37.80 1,018.18 233.43 265.42
Statutory Reports
7 Computer 13,109.10 2,134.97 1,036.95 14,207.12 9,618.08 1,669.54 988.82 10,298.80 3,908.32 3,491.02
8 Electrical Fittings 626.70 5.48 6.70 625.48 452.60 46.78 6.31 493.07 132.41 174.10
Total 20,988.19 2,489.18 1,161.71 22,315.66 13,113.91 2,294.92 1,101.19 14,307.64 8,008.02 7,874.28
b) ROU Assets
In ` Lakhs
Sl. Right to use assets Gross Block Accumulated Depreciation Net Block
No. Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
Financial Statements
c) Intangible Assets
In ` Lakhs
Sl. Intangible Assets - Gross Block Accumulated Depreciation Net Block
No. Owned/ Acquired Balance as Additions Disposals/ Balance as Balance as Amortisation Elimination Balance as Balance as Balance as
at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2022 2023 2022 the year Adjustments 2023 2023 2022
of Assets
1 Software 8,251.20 515.66 - 8,766.86 5,575.21 1,209.40 - 6,784.61 1,982.25 2,675.99
Total 8,251.20 515.66 - 8,766.86 5,575.21 1,209.40 - 6,784.61 1,982.25 2,675.99
177
35th Annual Report 2022-23
178
Notes Forming Part of the Standalone Ind AS Financial Statement
for the Year Ended March 31, 2023
d) Capital Work in Progress
In ` Lakhs
Sl. Particulars Balance as at Balance as at
No. March 31, 2023 March 31, 2022
1 Capital Work in Progress 11.43 16.34
2 Intangible Assets 826.03 -
Total 837.46 16.34
b) ROU Assets
In ` Lakhs
Sl. Right to use assets Gross Block Accumulated Depreciation Net Block
No. Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2021 2022 2021 the year Adjustments 2022 2022 2021
of Assets
1 Right to use assets 9,882.13 1,299.49 23.50 11,158.12 3,072.77 1,733.01 20.32 4,785.46 6,372.66 6,809.36
Total 9,882.13 1,299.49 23.50 11,158.12 3,072.77 1,733.01 20.32 4,785.46 6,372.66 6,809.36
Corporate Overview
c) Intangible Assets
In ` Lakhs
Sl. Intangible Assets - Gross Block Accumulated Depreciation Net Block
No. Owned/ Acquired Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2021 2022 2021 the year Adjustments 2022 2022 2021
of Assets
Statutory Reports
179
35th Annual Report 2022-23
Computer Age Management Services Limited
Investments in Subsidiaries
Particulars As at March 31, 2023 As at March 31, 2022
Holding Cost Holding Cost
(in shares) In ` Lakhs (in shares) In ` Lakhs
CAMS Insurance Repository Services Limited 4,541,670 3,631.35 4,541,670 3,631.35
CAMS Investor Services Private Limited 745,000 2,507.00 745,000 2,507.00
Sterling Software Private Limited 509,461 13,500.00 509,461 13,500.00
CAMS Financial Information services Private Limited 9,899,999 990.00 7,699,999 770.00
CAMS Payments Services Private Limited 24,999,900 2,499.99 24,999,900 2,499.99
Fintuple Technologies Pvt Ltd 447,478 1,123.26 - -
Total 24,251.61 22,908.34
180
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
181
Computer Age Management Services Limited
182
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
In ` Lakhs In ` Lakhs
* Includes an amount of ` 6,719.74 lakhs declared as dividend payable to NSE Investments Ltd during the FY 2020-21. However, the same
has not been paid to the beneficiary’s account due to SEBI’s directive dated 04th February, 2020 and therefore, the specified amount is kept
in a separate bank account.
Advance Tax & TDS ( Net of Provision for tax amounting to 1,341.01 - 1,562.30 -
` 64,301.74 Lakhs, 31 March 2022 : ` 55,277.77 Lakhs)
Total 1,341.01 - 1,562.30 -
183
Computer Age Management Services Limited
Notes:
Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:
Particulars Opening ESOP Others Closing
Balance exercised Balance
Equity shares with voting rights
Year Ended March 31, 2023
- Number of shares 48,903,470 90,126 - 48,993,596
- Amount (In ` Lakhs) 4,890.35 9.01 - 4,899.36
Year Ended March 31, 2022
- Number of shares 48,791,038 112,432 - 48,903,470
- Amount (In ` Lakhs) 4,879.10 11.25 - 4,890.35
Promoter Holdings
Shares held by promoters at the end of the year % Change
Promoter name No. of Shares % of total shares during the year*
184
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
185
Computer Age Management Services Limited
186
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
NOTE 18 : PROVISIONS
Particulars As at March 31, 2023 As at March 31, 2022
Current Non Current Current Non Current
In ` Lakhs In ` Lakhs In ` Lakhs In ` Lakhs
Provision for employee benefits:
Provision for Gratuity (net) 33.37 290.06 55.63 389.33
Provision for other employee benefits 757.11 - 1,110.92 -
Provision - Others:
Provision for claims - 6,500.00 - 6,500.00
Total 790.48 6,790.06 1,166.55 6,889.33
187
Computer Age Management Services Limited
188
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
189
Computer Age Management Services Limited
Others:
The Company makes contribution for Employee State Insurance and National Pension Scheme for its employees. All such
contributions are deposited with the Government. The Company also contributes to Superannuation Fund and Pension
Fund for its employees who have been contributing to such funds.
uring the year, the Company recognised the following amounts in the Statement of Profit or Loss (included in Note 21 :
D
Employee Benefit Expenses.
190
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
A. Funding
he gratuity plan is funded by the Company. The funding requirements are based on a separate actuarial valuation
T
within the framework set out in the funding policies of the plan. Employees do not contribute to the plan.
Particulars As at As at
March 31, 2023 March 31, 2022
Non-Current 2,562.38 2,285.50
Current 440.78 375.45
Total 3,003.16 2,660.95
191
Computer Age Management Services Limited
D. Plan Assets
Plan assets comprise of the following:
Particulars As at As at
March 31, 2023 March 31, 2022
Investment with Insurers 100% 100%
Although the analysis does not take into account the full distribution of cash flows expected under the plan, it
provides an approximation of the sensitivity of the assumptions shown.
192
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
The Company’s best estimate of Contribution during the next year is ` 460.20 lakhs
193
Computer Age Management Services Limited
Particulars As at As at
March 31, 2023 March 31, 2022
Balance at the beginning of the year 639.25 544.21
Benefits paid (492.04) (441.59)
Current service cost 112.40 499.50
Interest cost 41.20 34.62
Tranfer In / (Out) (5.45)
Actuarial (gains)/ losses
- changes in demographic assumptions 0.32 5.09
- changes in financial assumptions (20.78) (2.49)
- experience adjustments 405.86 5.38
Total actuarial (gains)/ losses 385.41 7.98
Balance at the end of the year 686.21 639.25
Particulars As at As at
March 31, 2023 March 31, 2022
Non-Current 529.09 517.60
Current 157.12 121.65
Total 686.21 639.25
C. Expenses recognised
i. In Statement of Profit or Loss
Particulars 2022-23 2021-22
Current service cost 112.40 499.50
Net interest expense 5.63 1.33
Return on plan assets excluding interest income - -
Actuarial (gains)/ losses 385.41 7.98
Total 503.44 508.80
D. Plan Assets
Plan assets comprise of the following:
Particulars As at As at
March 31, 2023 March 31, 2022
Funds managed by Insurers 100% 100%
194
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Although the analysis does not take into account the full distribution of cash flows expected under the plan, it
provides an approximation of the sensitivity of the assumptions shown.
195
Computer Age Management Services Limited
Liquidity Risk: This is the risk that the Company is not able to meet the short-term pay-outs. This may arise
due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not
being sold in time.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary
increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants
from the rate of increase in salary used to determine the present value of obligation will have a bearing on the
plan’s liability.
Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability.
The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Asset Liability Mismatching or Market Risk: The duration of the liability is longer compared to duration of
assets, exposing the Company to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any
particular investment.
196
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
NOTE 29 : DISCLOSURES REQUIRED UNDER SECTION 22 OF THE MICRO, SMALL AND MEDIUM
ENTERPRISES DEVELOPMENT ACT, 2006
The Management has identified enterprises which have provided goods and services to the Group and which qualify under the
definition of micro and small enterprises as defined under the Micro, Small and Medium Enterprises Development Act, 2006.
Accordingly, the disclosure in respect of amounts payable to such enterprises as at March 31, 2023 has been made based
on the information available with the Group. Further, in the view of the Management, the impact of interest, if any, that may be
payable in accordance with the Act is not expected to be material. The Group has not received any claim for interest from any
supplier under this Act.
The information has been determined to the extent such parties have been identified on the basis of information available with
the Group. Auditors have placed reliance on such information provided by the Management.
197
Computer Age Management Services Limited
Particulars As at As at
March 31, 2023 March 31, 2022
Principal amount remaining unpaid to MSME suppliers as at the end of the period 691.48 577.25
Interest due on unpaid principal amount to MSME suppliers as at the end of the
- -
period
Amount of interest paid along with the amounts of the payment made to the
- -
MSME suppliers beyond the appointed day
Amount of interest due and payable for the year (without adding the interest under
- -
the Act)
Amount of interest accrued and remaining unpaid as at the end of the period - -
Amount of further interest due and payable even in the succeeding year, until
- -
such date when the interest dues as above are actually paid
II. Subsidiaries:
Particulars Nature of relationship
CAMS Insurance Repository Services Limited Wholly owned subsidiary
CAMS Investor Services Private Limited Wholly owned subsidiary
Sterling Software Private Limited Wholly owned subsidiary
CAMS Financial Information Services Private Limited Wholly owned subsidiary
CAMS Payment Services Private Limited Wholly owned subsidiary
Sterling Software (Deutschland) GmbH Wholly owned subsidiary of Sterling Software Private
Limited (Liquidated on 15th Nov 2022)
Fintuple Technologies Pvt Ltd Subsidiary
198
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Note :
(a) Information relating to remuneration paid to KMP excludes:
(i) rovision made for gratuity and leave encashment which are based on an actuarial valuation for employees on an overall
p
basis, and
(b) Leave encashment and Gratuity are included to the extent of payouts made to the KMP.”
199
Computer Age Management Services Limited
200
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
During the year, the Company has given some of the premises on sublease basis to its subsidiaries and vice versa. Ind AS 116
requirements have not been applied by treating them as short term leases as the lease term for these contracts are perpetual.
B. Lease Liability:
Particulars As at As at
March 31, 2023 March 31, 2022
Opening balance 7,265.82 7,302.65
Initial recognition / additions during the year 2,024.83 1,208.51
Interest expenses for the year 666.64 662.4
Lease payments during the year (2,324.91) (1,903.63)
(Derecognition) / Adjustments during the year (58.07) (4.11)
Closing balance 7,574.31 7265.82
201
Computer Age Management Services Limited
I. Definition of a lease
t inception of the contract, the Company assesses whether a contract is, or contains, a lease. Under Ind AS 116, a
A
contract is, or contains, a lease if it conveys the right to control the use of an identified asset for a period of time, in
exchange for consideration.
II. As a lessee
For measuring the lease liabilities, the Company has discounted lease payments using MCLR rate provided by its
bankers, which is 8.00%.
he Company has used the following practical expedients while applying Ind AS 116 to leases previously classified
T
as operating lease:
i. The Company did not recognise Right of Use Assets and liabilities for leases of low value assets (eg. Printers
and photocopiers).
iii. he Company applied the exemption not to recognise right-of-use assets and liabilities for leases with less than
T
12 months of lease term.
iv. The Company has used a single discount rate to a portfolio of leases with reasonably similar characteristics
NOTE 34 : REVENUE
(` in Lakhs, unless otherwise stated)
A. Revenue Streams
he Company generates revenue primarily from provision of application/data processing services, customer care services
T
and other allied services to its customers.
202
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
C. Contract Balances
The following table provides information about contract assets and liabilities from contracts with customers.
(i) Contract Assets
Particulars As at As at
March 31, 2023 March 31, 2022
Opening balance 6,986.24 5,946.55
Invoice raised during the period (6,986.24) (5,946.55)
Unbilled revenue recognized during the period 8,619.02 6,986.24
Closing balance 8,619.02 6,986.24
The contract assets primarily relate to the Company’s rights to consideration for work completed but not billed at
the reporting date for services rendered. The contract assets are transferred to receivables when the rights become
unconditional. This usually occurs when the Company issues an invoice to the customer.
he contract liabilities includes income received in advance and pending to be recognized as income since obligation
T
is yet to be performed and invoice raised against unearned revenue.
203
Computer Age Management Services Limited
Particulars As at As at
March 31, 2023 March 31, 2022
Measured at amortised cost
- Trade receivables 2,512.25 2,155.01
- Cash and Cash Equivalents 1,416.93 289.26
- Bank balances other than cash and cash equivalents 16,869.02 11,013.10
- Investment in subsidiaries at cost 24,251.61 22,908.34
- Loans 112.73 86.16
- Others 1,383.30 1,490.05
Total 46,545.84 37,941.92
204
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
ote B) The Company has not disclosed the fair values for financial assets such as trade receivables, cash and cash
N
equivalents, other bank balances, loans etc., because their carrying amounts are a reasonable approximation of fair
value.
Note C) The Company has not disclosed the fair values for financial liabilities such as trade payables and lease liabilities
because their carrying amounts are a reasonable approximation of fair value.
There are no transfers between Level 2 and Level 3 during the period.
The Company’s Audit Committee oversees how management monitors compliance with the risk management policies and
procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company.
The Audit Committee is assisted in its oversight role by internal audit. Internal audit undertakes review of risk management
controls and procedures and the results of the same are reported to the Audit Committee.
I. Credit Risk:
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instruments fails to meet
its contractual obligations, and arises principally from the Company’s receivables from customers and cash and cash
equivalents. The carrying amounts of financial assets represent the maximum credit risk exposure. Credit risk encompasses
both the direct risk of default and the risk of deterioration of credit worthiness as well as concentration risk.
b) Trade Receivables
he Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
T
However, management also considers the factors that may influence the credit risk of its customer base, including
the default risk of the industry.
he Company establishes an allowance for impairment that represents its expected credit losses in respect of
T
trade and other receivables. The management uses a simplified approach for the purpose of computation of
expected credit losses for trade receivables and an impairment analysis is performed at each reporting date.
The management has established a credit policy under which each new customer is analysed individually for
credit worthiness before the standard payment and delivery terms and conditions are offered. Credit period
varies from customers to customers and it starts from 10 days. The Company review includes external ratings,
customer’s credit worthiness, if they are available, and in some cases, bank references.
The Company’s customer base comprises of various mutual fund houses and corporates having sound financial
condition. An impairment analysis is performed at each reporting date for invoice wise receivables balances.
205
Computer Age Management Services Limited
Financial assets for which loss allowance is measured using lifetime expected credit losses:
Particulars As at As at
March 31, 2023 March 31, 2022
Trade receivables 2,617.70 2,250.62
Security deposits 1,091.20 1,347.02
206
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
207
Computer Age Management Services Limited
208
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Expect volatility and term of the options are based on an evaluation of the historical prices at which the Company’s shares
were acquired by its investors. The expected term of the instruments is based on general option holder behaviour.
209
Computer Age Management Services Limited
Batch 3
Batch 4
210
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
The Company is fully equity financed which is evident from the capital structure. Further, the Company has always been a net
cash company with cash and bank balances along with investment which is predominantly investment in liquid and short term
mutual funds being far in excess of financial liabilities.
II. Contingent liabilities and capital commitments (to the extent not provided for)
Particulars As at As at
March 31, 2023 March 31, 2022
Estimated amount of contracts remaining to be executed on capital account
874.34 143.12
and not provided for
Income Tax matters 642.81 299.76
On account of processing errors - 6.49
Others 0.60 1.80
Total 1,517.75 451.17
There are no other amounts required to be disclosed as contingent liabilities on account of pending litigations, other than
the above.
211
Computer Age Management Services Limited
212
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Particulars Rate
Tax at Statutory Rate 25.17%
Permanent disallowance of expenses 0.40%
Tax incentives -0.23%
Earlier period tax reversal -0.31%
Indexation benefits on LTCG -0.18%
Reduced tax rate on LTCG 0.05%
Indexation benefits on unrealized CG 0.00%
Total 24.90%
The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the
Companies (Restriction on number of Layers) Rules, 2017.
The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered
or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or
any other relevant provisions of the Income Tax Act, 1961.
The Company does not have any benami property, where any proceeding has been initiated or pending against the Company
for holding any benami property. Title deeds of immovable property were held in the name of the company.
213
Computer Age Management Services Limited
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
Date: May 6, 2023 Date: May 6, 2023
Place: Chennai Place: Chennai
214
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
215
Computer Age Management Services Limited
S. Key Audit Matter Our audit procedures related to Key Audit Matter
No.
1. Revenue recognition We evaluated the design of controls and operating effectiveness
The Company generates revenue primarily from data of the relevant key controls with respect to revenue recognition;
processing services, customer care services and other allied We evaluated the appropriateness of recognition of revenue
services to its customers. based on the requirements of Ind AS 115.
Revenue is the most significant account in the Statement of We Performed substantive testing on samples selected for
Profit and Loss. revenue transactions recorded during the year by verifying the
Revenue is recognised in accordance with the agreed terms underlying documentation/ records;
and conditions of the contract with the respective customers We tested and evaluated the general information technology
and when it meets the recognition criteria as per Ind AS 115 controls and key application controls surrounding revenue
on “Revenue from contracts with customers”. recognition;
i) The revenue recognition process of the Company We tested on a sample basis, specific revenue transactions
is dependent on complex information technology recorded before and after the financial year end date to check
systems. revenue recognition in the correct financial period;
ii) There exists a risk of revenue not being recognised: We carried out year on year variance analysis on revenue
a) in proportion to the service performed by the recognised during the year to identify unusual variance;
company We enquired with the key managerial personnel and executives
b) on a basis which is inconsistent with the of the company on the significant matters relating to revenue
contractual terms agreed with the client. recognition; and
c) In a correct period. We evaluated the adequacy of disclosures relating to the
d) considering price revisions/discounts agreed. Revenue recognition in the financial statements.
Hence, we consider this as a Key Audit Matter.
2. Recognition of Claims We obtained and evaluated the company’s accounting policy
in relation to assessing, accounting and disclosure of claims
There are claims raised by Mutual Fund investors, Asset
against the company;
management companies (AMCs) and others against the
company towards processing errors in the course of their We evaluated the design and tested the operating effectiveness
operations giving rise to claims. of the company’s key controls over the identification, estimation,
monitoring and disclosure of claims;
In order to assess the impact of such claims against the
We examined the relevant correspondence with Investors,
company in its financial statements, the management is
AMCs and others to assess developments in claims to identify
required to exercise significant judgement to determine
potentially material cases;
whether an obligation exists as at reporting date requiring
a provision and / or disclosure in the financial statements in
We reviewed the Board and other board level committee
accordance with the criteria set under IND AS 37 - Provisions, meeting minutes to assess the effectiveness of management’s
Contingent Liabilities and Contingent Assets. This involves review controls and conclusions reached;
an estimation, by the management, of the outflow of For the significant provisions made, we evaluated the
economic resources to settle the present obligation. provisioning methodology. We tested the underlying data,
assumptions used and obtained documents which are used
Considering the high degree of judgement involved in
in the determination of the provisions recognised including
estimation and in view of the significance of the claims to
expected claims; and
the overall financial statements, this is considered as a key
audit matter. For cases where a provision was not recognized, we evaluated
the requirements of disclosure in the Ind AS financial
statements.
4. INFORMATION OTHER THAN THE Report and Shareholder’s Information but does not
FINANCIAL STATEMENTS AND AUDITOR’S include the Consolidated Ind AS financial statements
REPORT THEREON and our auditor’s report thereon.
The Holding Company’s Board of Directors is Our opinion on the Consolidated Ind AS Financial
responsible for the preparation of the other information. Statements does not cover the other information and
The other information comprises the information we do not express any form of assurance or conclusion
included in the Management Discussion and Analysis, thereon.
Board’s Report including Annexures to Board’s Report,
Business Responsibility Report, Corporate Governance In connection with our audit of the Consolidated Ind AS
Financial Statements, our responsibility is to read the
216
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
other information and, in doing so, consider whether to liquidate the Group or to cease operations, or has no
the other information is materially inconsistent with realistic alternative but to do so.
the Consolidated Ind AS Financial Statements or our
knowledge obtained in the audit or otherwise appears The respective Board of Directors of the companies
to be materially misstated. included in the Group are responsible for overseeing
the financial reporting process of the Group.
If, based on the work we have performed, we conclude
that there is a material misstatement of this other
6. AUDITOR’S RESPONSIBILITIES FOR THE
information, we are required to report that fact. We have
AUDIT OF THE CONSOLIDATED IND AS
nothing to report in this regard.
FINANCIAL STATEMENTS
5. RESPONSIBILITIES OF MANAGEMENT FOR Our objectives are to obtain reasonable assurance about
THE CONSOLIDATED IND AS FINANCIAL whether the Consolidated Ind AS financial statements
STATEMENTS as a whole are free from material misstatements,
whether due to fraud or error, and to issue an auditor’s
The Holding Company’s Board of Directors is
report that includes our opinion. Reasonable assurance
responsible for the preparation and presentation of
is a high level of assurance but is not a guarantee
these consolidated Ind AS financial statements in term
that an audit conducted in accordance with SAs will
of the requirements of the Companies Act, 2013 that
always detect a material misstatement when it exists.
give a true and fair view of the consolidated financial
Misstatements can arise from fraud or error and are
position, consolidated financial performance and
considered material if, individually or in the aggregate,
consolidated cash flows of the Group in accordance
they could reasonably be expected to influence the
with the accounting principles generally accepted
economic decisions of users taken on the basis of these
in India, including the Indian Accounting Standards
Consolidated Ind AS financial statements.
specified under section 133 of the Act. The respective
Board of Directors of the companies included in the
As part of an audit in accordance with SAs, we exercise
Group are responsible for maintenance of adequate
professional judgment and maintain professional
accounting records in accordance with the provisions
skepticism throughout the audit. We also:
of the Act for safeguarding the assets of the Group
and for preventing and detecting frauds and other
a)
Identify and assess the risks of material
irregularities; selection and application of appropriate misstatement of the Consolidated Ind AS financial
accounting policies; making judgments and estimates statements, whether due to fraud or error, design
that are reasonable and prudent; and the design, and perform audit procedures responsive to those
implementation and maintenance of adequate internal risks, and obtain audit evidence that is sufficient
financial controls, that were operating effectively for and appropriate to provide abasis for our opinion.
ensuring accuracy and completeness of the accounting The risk of not detecting a material misstatement
records, relevant to the preparation and presentation of resulting from fraud is higher than for one resulting
the financial statements that give a true and fair view from error, as fraud may involve collusion, forgery,
and are free from material misstatement, whether due intentional omissions, misrepresentations, or the
to fraud or error, which have been used for the purpose override of internal control.
of preparation of the consolidated Ind AS financial
statements by the Directors of the Holding Company, as b) Obtain an understanding of internal control relevant
aforesaid. to the audit in order to design audit procedures
that are appropriate in the circumstances. Under
In preparing the consolidated Ind AS financial section 143(3)(i) of the Companies Act, 2013, we
statements, the respective Board of Directors of the are also responsible for expressing our opinion on
companies included in the Group are responsible whether the Holding Company and its subsidiaries
for assessing the ability of the Group to continue as incorporated in India has adequate internal
a going concern, disclosing, as applicable, matters financial controls system in place and the operating
related to going concern and using the going concern effectiveness of such controls.
basis of accounting unless management either intends
217
Computer Age Management Services Limited
c)
Evaluate the appropriateness of accounting We also provide those charged with governance
policies used and the reasonableness of with a statement that we have complied with relevant
accounting estimates and related disclosures ethical requirements regarding independence, and
made by management. to communicate with them all relationships and
other matters that may reasonably be thought to
d) Conclude on the appropriateness of management’s bear on our independence, and where applicable,
use of the going concern basis of accounting and, related safe guards.
based on the audit evidence obtained, whether
a material uncertainty exists related to events or
From the matters communicated with those
conditions that may cast significant doubt on the charged with governance, we determine those
ability of the Group to continue as a going concern. matters that were of most significance in the audit
If we conclude that a material uncertainty exists, we of the Consolidated Ind AS financial statements
are required to draw attention in our auditor’s report of the current period and are therefore the key
to the related disclosures in the Consolidated Ind audit matters. We describe these matters in our
AS financial statements or, if such disclosures are auditor’s report unless law or regulation precludes
inadequate, to modify our opinion. Our conclusions public disclosure about the matter or when, in
are based on the audit evidence obtained up to the extremely rare circumstances, we determine that
date of our auditor’s report. However, future events a matter should not be communicated in our report
or conditions may cause the Group to cease to because the adverse consequences of doing so
continue as a going concern. would reasonably be expected to out weight he
public interest benefits of such communication.
e)
Evaluate the overall presentation, structure,
and content of the Consolidated Ind AS financial
7. OTHER MATTERS
statements, including the disclosures, and whether
the Consolidated Ind AS financial statements We did not audit the financial statements of a subsidiary,
represent the underlying transactions and events CAMS Financial Information Services Private Limited,
in a manner that achieves fair presentation. whose financial statements reflect total assets of
` 444.22 lakhs as at March 31, 2023, total revenues of
f) Obtain sufficient appropriate audit evidence ` 18.21 lakhs and net cash inflow amounting to ` 17.62
regarding the financial information of the entities lakhs for the year ended as on date, as considered
or business activities within the Group to express in the consolidated Ind AS financial statements.
an opinion on the Consolidated Ind AS financial These financial statements of the subsidiary have
statements. We are responsible for the direction, been audited by other auditor whose report has been
supervision, and performance of the audit of the furnished to us by the Management and our opinion on
financial statements of such entities included in the Consolidated Ind AS financial statements, in so far
the Consolidated Ind AS financial statements of as it relates to the amounts and disclosures included
which we are the independent auditors. For the in respect of the subsidiary, and our report in terms of
other entities included in the Consolidated Ind AS sub-sections (3) of 143 of the Act, insofar as it relates to
financial statements, which have been audited the aforesaid subsidiary, is based solely on the reports
by other auditors, such other auditors remain of the other auditor
responsible for the direction, supervision, and
performance of the audits carried out by them. We Our conclusion on the Statement is not modified in
remain solely responsible for our audit opinion. respect of the above matter
We communicate with those charged with We did not audit the financial statements of a subsidiary,
governance of the Holding Company and such Sterling Software (Deutschland) GMBH, reflect total
other entities included in the Consolidated Ind assets of ` Nil as at January 2023 31, total revenues
AS financial statements of which we are the of Nil and net cash outflow amounting to ` 3.26 Lakhs
independent auditors regarding, among other for the period ended as on date, as considered in
matters, the planned scope and timing of the the consolidated Ind AS financial statements. The
audit and significant audit findings, including any financial statements of the subsidiary are certified and
significant deficiencies in internal control that we furnished by the Management and our conclusion on
identify during our audit. the statement, in so far as it relates to the amounts
218
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
219
Computer Age Management Services Limited
220
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
effect from April 1, 2023, and accordingly, included in the consolidated financial statements
reporting under Rule 11(g) of Companies of the Company, to which reporting under CARO is
(Audit and Auditors) Rules, 2014 is not applicable, we report that there are no qualifications
applicable for the financial year ended or adverse remarks in these CARO reports.
March 31, 2023.
For Brahmayya & Co.,
B. With respect to the matters specified in paragraphs Chartered Accountants
3(xxi) and 4 of the Companies (Auditor’s Report) Firm Regn. No.000511S
Order, 2020 (the “Order”/ “CARO”) issued by the
Central Government in terms of Section 143(11) Sd/-
of the Act, to be included in the Auditor’s report, P. Babu
according to the information and explanations Partner
given to us, and based on the CARO reports Place: Chennai. Membership No. 203358
issued by us for the Company and its subsidiaries Date: May 6, 2023 UDIN:
221
Computer Age Management Services Limited
REPORT ON THE INTERNAL FINANCIAL Note require that we comply with ethical requirements and
CONTROLS UNDER CLAUSE (I) OF SUB- plan and perform the audit to obtain reasonable assurance
SECTION 3 OF SECTION143 OF THE about whether adequate internal financial controls over
COMPANIES, ACT, 2013 (“THE ACT”) financial reporting was established and maintained and if
In conjunction with our audit of the Consolidated Ind AS such controls operated effectively in all material respects.
financial statements of the Holding Company as of and for
the year ended March 31, 2023, we have audited the internal Our audit involves performing procedures to obtain audit
financial controls over financial reporting of Computer Age evidence about the adequacy of the internal financial
Management Services Limited (hereinafter referred to as “the controls system over financial reporting and their operating
Holding Company”) and its subsidiary companies, which are effectiveness. Our audit of internal financial controls over
companies incorporated in India (the Holding Company and financial reporting included obtaining an understanding of
its Indian subsidiaries together referred to as “the Group”), internal financial controls over financial reporting, assessing
as of that date. the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of
MANAGEMENT’S RESPONSIBILITY FOR internal control based on the assessed risk. The procedures
INTERNAL FINANCIAL CONTROLS selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the
The respective Board of Directors of the Holding company,
financial statements, whether due to fraud or error.
its subsidiary companies which are incorporated in India,
are responsible for establishing and maintaining internal
We believe that the audit evidence we have obtained, and
financial controls based on the internal control over financial
the audit evidence obtained by the other auditors in terms
reporting criteria established by the Group considering
of their reports referred to in the Other Matters paragraph
the essential components of internal control stated in the
below, is sufficient and appropriate to provide a basis for
Guidance Note on Audit of Internal Financial Controls Over
our audit opinion on the Group’s internal financial controls
Financial Reporting issued by the Institute of Chartered
system over financial reporting.
Accountants of India (ICAI)”. These responsibilities include
the design, implementation and maintenance of adequate MEANING OF INTERNAL FINANCIAL
internal financial controls that were operating effectively for CONTROLS OVER FINANCIAL REPORTING
ensuring the orderly and efficient conduct of its business,
A group’s internal financial control over financial reporting
including adherence to the respective company’s policies,
is a process designed to provider reasonable assurance
the safeguarding of its assets, the prevention and detection
regarding the reliability of financial reporting and the
of frauds and errors, the accuracy and completeness of the
preparation of financial statements for external purposes in
accounting records, and the timely preparation of reliable
accordance with generally accepted accounting principles.
financial information, as required under the Companies
A company’s internal financial control over financial reporting
Act, 2013.
includes those policies and procedures that (1) pertain to the
AUDITORS’ RESPONSIBILITY maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the
Our responsibility is to express an opinion on the Group’s
assets of the company; (2) provide reasonable assurance
internal financial controls over financial reporting based on
that transactions are recorded as necessary to permit
our audit. We conducted our audit in accordance with the
preparation of financial statements in accordance with
Guidance Note on Audit of Internal Financial Controls Over
generally accepted accounting principles, and that receipts
Financial Reporting (the “Guidance Note”) issued by the ICAI
and expenditures of the company are being made only in
and the Standards on Auditing, issued by ICAI and deemed
accordance with authorisations of management and directors
to be prescribed under section 143(10) of the Companies
of the company; and (3) provide reasonable assurance
Act, 2013, to the extent applicable to an audit of internal
regarding prevention or timely detection of unauthorised
financial controls, both issued by the Institute of Chartered
acquisition, use, or disposition of the company’s assets that
Accountants of India. Those Standards and the Guidance
could have a material effect on the financial statements.
222
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
INHERENT LIMITATIONS OF INTERNAL controls system over financial reporting and such internal
FINANCIAL CONTROLS OVER FINANCIAL financial controls over financial reporting were operating
REPORTING effectively as at March 31, 2023, based on the internal control
Because of the inherent limitations of internal financial over financial reporting criteria established by the group
controls over financial reporting, including the possibility considering the essential components of internal control
of collusion or improper management override of controls, stated in the Guidance Note on Audit of Internal Financial
material misstatements due to error or fraud may occur and Controls Over Financial Reporting issued by the Institute of
not be detected. Also, projections of any evaluation of the Chartered Accountants of India.
internal financial controls over financial reporting to future
periods are subject to the risk that the internal financial control For Brahmayya & Co.,
over financial reporting may become inadequate because of Chartered Accountants
changes in conditions, or that the degree of compliance with Firm Regn. No.000511S
the policies or procedures may deteriorate.
Sd/-
OPINION P. Babu
In our opinion, the Holding Company and its subsidiary Partner
companies, which are companies incorporated in India, Place: Chennai. Membership No. 203358
have, in all material respects, an adequate internal financial Date: May 6, 2023 UDIN : 23203358BGWEPX3790
223
Computer Age Management Services Limited
224
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
225
Computer Age Management Services Limited
226
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
227
Computer Age Management Services Limited
B. OTHER EQUITY
(1) Current reporting period (Year ended March 31, 2023)
Particulars Reserves and Surplus # Total
Securities Retained ESOP Other General NCI
Premium Earnings Reserves Comprehensive Reserve
Income
Balance at the beginning of the 1,596.11 44,790.70 3,108.35 (664.15) 11,042.43 - 59,873.43
current reporting period
Changes in accounting policy - - - - - - -
or prior period errors
Restated balance at the 1,596.11 44,790.70 3,108.35 (664.15) 11,042.43 - 59,873.43
beginning of the current
reporting period
Increase in share capital on 1,244.52 - - - - - 1,244.52
account of exercise of ESOP
scheme*
ESOP Amortisation for the - - 2,672.31 - - - 2,672.31
period**
Amount transferred to - - (537.60) - - - (537.60)
Securities premium from ESOP
reserve due to exercise of
ESOP scheme
Total Comprehensive Income - 28,524.83 - (20.96) - (61.39) 28,442.48
for the current period
Dividends - (18,483.43) - - - - (18,483.43)
Non controlling interest on - - - - - 136.13 136.13
acquisition of subsidiary
Transfer to retained earnings - - - - - - -
Balance at the end of the 2,840.63 54,832.10 5,243.06 (685.11) 11,042.43 74.74 73,347.84
current reporting period
*` 537.60 lakhs pertains to an adjustment from ESOP reserve and balance amounting to ` 706.91 lakhs is realised in cash
** Includes ESOP cost of employees of subsidiaries amounting to ` 156.64 lakhs
# Share application money pending allotment, Equity component of compound financial instruments, Capital Reserve, Debt
instruments through Other Comprehensive Income, Equity Instruments through Other Comprehensive Income, Effective portion
of Cash Flow Hedges, Revaluation Surplus, Exchange differences on translating the financial statements of a foreign operation,
Money received against share warrants are not applicable to the company.
228
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Balance at the end of the 1,596.11 44,790.70 3,108.35 (664.15) 11,042.43 - 59,873.43
previous reporting period
*` 548.90 lakhs pertains to an adjustment from ESOP reserve and balance amounting to ` 752.24 lakhs is realised in cash
** Includes ESOP cost of employees of subsidiaries amounting to ` 216.11 lakhs
# Share application money pending allotment, Equity component of compound financial instruments, Capital Reserve, Debt
instruments through Other Comprehensive Income, Equity Instruments through Other Comprehensive Income, Effective portion
of Cash Flow Hedges, Revaluation Surplus, Exchange differences on translating the financial statements of a foreign operation,
Money received against share warrants are not applicable to the company.
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
229
Computer Age Management Services Limited
230
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
(iii) Useful life and residual value of property, plant (vii) Provisions and contingencies
and equipment and intangible assets The Group estimates the provisions that have
Useful lives of property, plant and equipment are present obligations as a result of past events,
taken as prescribed in Schedule II of the Act. In and it is probable that outflow of resources will be
case of intangible assets, useful life is estimated required to settle the obligations. These provisions
by management taking into account the nature of are reviewed at the end of each reporting date and
the asset and the estimated usage of the asset. are adjusted to reflect the current best estimates.
Residual value is estimated by management
at the time the asset is acquired and reviewed The Group uses significant judgement to disclose
periodically, including at each financial year end. contingent liabilities. Contingent liabilities are
disclosed when there is a possible obligation
(iv) Impairment of non-financial assets arising from past events, the existence of which
will be confirmed only by the occurrence or non-
The determination of recoverable amounts of the
occurrence of one or more uncertain future events
cash generating units assessed in an impairment
not wholly within the control of the Group or a
test requires the Group to estimate their fair values
present obligation that arises from past events
net of disposal costs as well as their value-in-
where it is either not probable that an outflow of
use. The assessment of value-in-use requires
resources will be required to settle the obligation, or
assumptions to be made with respect to the a reliable estimate of the amount cannot be made.
operating cash flows of the cash generating unit as Contingent assets are neither recognised nor
well as discount rates. disclosed in the consolidated financial statements.
231
Computer Age Management Services Limited
(viii) Income taxes of an asset or a liability fall into different levels of the
The Group establishes provisions based on fair value hierarchy, then the fair value measurement
reasonable estimates, for possible consequences is categorised in its entirety in the same level of the
of assessment by the tax authorities of the fair value hierarchy as the lowest level input that is
jurisdiction in which it operates. The amount of significant to the entire measurement.
provision is based on various factors such as
experience of previous tax assessments and F. Standards issued but not effective
differing interpretations of tax laws by the taxable Ministry of Corporate Affairs (“MCA”) notifies new
entity and the responsible tax authority. The standard or amendments to the existing standards.
Group assesses the probability of litigation and There is no such notification which would have been
subsequent cash outflow with respect to taxes. applicable from April 1, 2023.
A deferred tax asset is recognized to the extent G. Classification of assets and liabilities as
that it is probable that future taxable profit will be current and non-current
available against which the deductible temporary
The Group presents assets and liabilities in the balance
differences and tax losses can be utilized.
Accordingly, the Group exercises its judgement sheet based on current/ non-current classification.
to reassess the carrying amount of deferred tax An asset is treated as current when it is:
assets at the end of each reporting period.
Expected to be realized or intended to be sold or
E. Measurement of fair values consumed in normal operating cycle,
Fair value is the price that would be received from Held primarily for the purpose of trading,
sale of an asset or paid to transfer a liability in an
Expected to be realized within twelve months after
orderly transaction between market participants at the
the reporting period, or
measurement date. The fair value measurement is
based on the presumption that the transaction to sell Cash or cash equivalent unless restricted from
the asset or transfer the liability takes place either: being exchanged or used to settle a liability for at
In the principal market for the asset or liability; or least twelve months after the reporting period.
In the absence of a principal market, in the most All other assets are classified as non-current.
advantageous market for the asset or liability.
A liability is current when:
The principal or most advantageous market must be It is expected to be settled in normal operating
accessible to/ by the Group. cycle,
Fair values are categorised into different levels in a It is held primarily for the purpose of trading
fair value hierarchy based on the inputs used in the It is due to be settled within twelve months after the
valuation techniques as follows. reporting period, or
- Level 1: quoted prices (unadjusted) in active
There is no unconditional right to defer the
markets for identical assets or liabilities.
settlement of the liability for at least twelve months
- Level 2: inputs other than quoted prices included after the reporting period.
in Level 1 that are observable for the asset or
All other liabilities are classified as non-current.
liability, either directly (i.e. as prices) or indirectly
(i.e. derived from prices).
Deferred tax assets and liabilities are classified as non-
- Level 3: inputs for the asset or liability that are not current assets and liabilities.
based on observable market data (unobservable
inputs). The operating cycle is the time between the acquisition
of assets for processing and their realisation in cash
When measuring the fair value of an asset or a liability,
and cash equivalents. The Group has identified twelve
the Group uses observable market data as far as
possible. If the inputs used to measure the fair value months as its operating cycle.
232
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
3. SIGNIFICANT ACCOUNTING POLICIES vi. CAMS Payment Services Private Limited - The
entity was incorporated with the object of carrying
a) Basis of Consolidation
out the business of payment aggregator. An
Subsidiaries application was made to Reserve Bank of India
Subsidiaries are entities controlled by the Group. The seeking certificate of registration for commencing
Group controls an entity when it is exposed to, or has the business operations.
rights to, variable returns from its involvement with the
vii. Fintuple Technologies Private Limited - The
entity and has the ability to affect those returns through
group has acquired Fintuple Technologies Private
its power over the entity. The financial statements of
Limited, a provider of digital onboarding services
subsidiaries are included in the consolidated financial
for AIF and PMS investors using a cutting edge
statements from the date on which control commences
technology platform with E-kyc and other digital
until the date on which control ceases.
capabilities. This has synergies with the Group’s
existing businesses in the AIF vertical and common
The list of subsidiaries of the Group along with their
go to market will benefit the Group.
business profile:
233
Computer Age Management Services Limited
234
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
assets recorded at fair value through profit or loss) − Prepayment and extension features; and
are included in the fair value of the financial assets.
− Terms that limit the Group’s claim to cash flows
Purchase or sales of financial assets that require
from specified assets.
delivery of assets within a time frame established by
regulation or convention in the market place (regular I) Financial assets
way trade) are recognized on the trade date.
(i) Financial assets at amortized cost
For the purpose of subsequent measurement, financial A financial asset shall be measured at amortized cost if
instruments of the Group are classified in the following both of the following conditions are met:
categories: The financial asset is held within a business model
(i) Financial assets at amortized cost, whose objective is to hold financial assets in order
to collect contractual cash flows and
(ii) Financial assets (debt instruments) at fair value
through other comprehensive income (FVTOCI), the contractual terms of the financial asset give
rise on specified dates to cash flows that are solely
(iii) Equity instruments at FVTOCI and fair value payments of principal and interest on the principal
through profit and loss account (FVTPL), amount outstanding (SPPI).
(iv) Financial liabilities at amortized cost or FVTPL.
They are presented as current assets, except for those
The classification of financial instruments depends maturing later than 12 months after the reporting date
on the objective of the business model for which it is which are presented as non-current assets. Financial
held. Management determines the classification of its assets are measured initially at fair value plus transaction
financial instruments at initial recognition. costs and subsequently carried at amortized cost using
the effective interest method, less any impairment loss.
Business model assessment
Amortized cost are represented by investment in interest
The Group makes an assessment of the objective of bearing debt instruments, trade receivables, security
the business model in which a financial asset is held deposits, cash and cash equivalents, employee and
at a portfolio level because this best reflects the way other advances and eligible current and non-current
the business is managed, and information is provided to assets. Any gain or loss on derecognition is recognized
management. in the Statement of Profit and Loss.
− Terms that may adjust the contractual coupon rate, Fair value movements are recognized in Other
including variable interest rate features; Comprehensive Income (“OCI”). However, the
235
Computer Age Management Services Limited
Currently the Group has not classified any interest III) Derecognition
bearing debt instrument under this category.
Financial assets
(iii) Equity instruments at FVTOCI and FVTPL The Group derecognizes a financial asset when the
contractual rights to the cash flows from the financial
All equity instruments are measured at fair value
asset expire, or it transfers the rights to receive the
other than investment in subsidiaries, joint venture
contractual cash flows in a transaction in which
and associate. Equity instruments held for trading are
substantially all of the risks and rewards of ownership of
classified as FVTPL. For all other equity instruments,
the financial asset are transferred or in which the Group
the Group may make an irrevocable election to present
neither transfers nor retains substantially all of the risks
subsequent changes in the fair value in OCI. The Group
and rewards of ownership and does not retain control of
makes such election on an instrument-by-instrument
the financial asset.
basis.
If the Group enters into transactions whereby it transfers
If the Group decides to classify an equity instrument as
assets recognized on its balance sheet but retains
at FVTOCI, then all fair value changes on the instrument,
either all or substantially all the risks and rewards of
excluding dividend are recognized in OCI which is not
the transferred assets, the transferred assets are not
subsequently recycled to Profit or Loss.
derecognized.
If the Group decides to classify an equity instrument as
Financial liabilities
at FVTPL, then all fair value changes on the instrument
and dividend are recognized in Profit or Loss. The Group derecognizes a financial liability when its
contractual obligations are discharged or cancelled or
Currently the Group has not classified any equity expired.
instrument neither at FVTOCI nor at FVTPL.
The Group also derecognizes a financial liability when
(iv) Financial assets at FVTPL its terms are modified and the cash flows under the
modified terms are substantially different. In this case,
FVTPL is a residual category for financial assets. Any
a new financial liability based on the modified terms is
financial asset which does not meet the criteria for
recognized at fair value. The difference between the
categorization as at amortized cost or as FVTOCI, is
carrying amount of the financial liability extinguished
classified as FVTPL. In addition the Group may elect
and the new financial liability with modified terms is
to designate the financial asset, which otherwise meets
recognized in the Statement of Profit or Loss.
amortized cost or FVTOCI criteria, as FVTPL if doing
so eliminates or significantly reduces a measurement or
d) Business combinations
recognition inconsistency.
Business combinations are accounted for using
II) Financial liabilities the acquisition accounting method as at the date of
the acquisition, which is the date at which control
(i) Financial liabilities at amortized cost
is transferred to the Company. The consideration
Financial liabilities at amortized cost represented by transferred in the acquisition and the identifiable
trade and other payables are initially recognized at assets acquired and liabilities assumed are recognised
fair value, and subsequently carried at amortized cost at fair values on their acquisition date. Goodwill is
using the effective interest method. Interest expense initially measured at cost, being the excess of the
and foreign exchange gains and losses are recognized aggregate of the consideration transferred and the
in the Statement of Profit or Loss. Any gain or loss on amount recognised for non-controlling interests, and
derecognition is also recognized in the Statement of any previous interest held, over the net identifiable
Profit or Loss.
236
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
assets acquired and liabilities assumed. The Company All contractual terms of the financial
recognises any non-controlling interest in the acquired instrument (including prepayment, extension
entity on an acquisition-by-acquisition basis either at fair etc.) over the expected life of the financial
value or at the non-controlling interest’s proportionate instrument. However, in rare cases when
share of the acquired entity’s net identifiable assets. the expected life of the financial instrument
Consideration transferred does not include amounts cannot be estimated reliably, then the entity
related to settlement of pre-existing relationships. Such is required to use the remaining contractual
amounts are recognised in the Statement of Profit term of the financial instrument.
and Loss.
Cash flows from the sale of collateral held or
Transaction costs are expensed as incurred, other than other credit enhancements that are integral to
those incurred in relation to the issue of debt or equity the contractual terms.
securities.
Presentation of allowance for expected credit
e) Impairment losses in the balance sheet
(i) Financial assets carried at amortized cost and Loss allowances for financial assets measured
FVTOCI at amortized cost are deducted from the gross
In accordance with Ind AS 109, the Group carrying amount of the assets.
applies Expected Credit Loss (ECL) model for
measurement and recognition of impairment Write-off
loss. The Group follows ‘simplified approach’ for The gross carrying amount of a financial asset is
recognition of impairment loss allowance on trade written off (either partially or in full) to the extent
receivable. The application of simplified approach that there is no realistic prospect of recovery. This
does not require the Group to track changes is generally the case when the Group determines
in credit risk. Rather, it recognizes impairment that the debtor does not have assets or sources of
loss allowance based on lifetime ECLs at each income that could generate sufficient cash flows
reporting date, right from its initial recognition. For to repay the amounts subject to the write‑off.
recognition of impairment loss on other financial However, financial assets that are written off could
assets and risk exposure, the Group determines still be subject to enforcement activities in order to
that whether there has been a significant increase comply with the Group’s procedures for recovery
in the credit risk since initial recognition. If credit of amounts due.
risk has not increased significantly, 12-month ECL
is used to provide for impairment loss. However, if (ii) Impairment of equity investments measured at
credit risk has increased significantly, lifetime ECL cost
is used. If in subsequent period, credit quality of the Investments which are measured at cost are
instrument improves such that there is no longer tested for impairment at the end of each reporting
a significant increase in credit risk since initial period. Any impairment loss is recognized in
recognition, then the entity reverts to recognizing the statement of profit and loss, if the amount of
impairment loss allowance based on 12 month impairment loss decreases subsequently then the
ECL. Lifetime ECLs are the expected credit losses previously recognized impairment loss is reversed
resulting from all possible default events over the in the statement of profit and loss.
expected life of a financial instrument. The 12
month ECL is a portion of the lifetime ECL which (iii) Impairment of non-financial assets
results from default events that are possible within At each reporting date, the Group reviews the
12 months after the reporting date. carrying amounts of its non-financial assets (other
than deferred tax assets) to determine whether
Measurement of expected Credit Losses there is any indication of impairment. If any such
ECL is the difference between all contractual cash indication exists, then the asset’s recoverable
flows that are due to the Group in accordance with amount is estimated. For impairment testing,
the contract and all the cash flows that the entity assets are grouped together into the smallest group
expects to receive (i.e. all shortfalls), discounted at of assets that generates the cash inflows from
the original EIR. When estimating the cash flows, continuing use that are largely independent of the
an entity is required to consider: cash inflows of other assets or Cash Generating
237
Computer Age Management Services Limited
Units (‘CGU’). The recoverable amount of a CGU before such date are disclosed under ‘Capital work-in-
(or an individual asset) is the higher of its value in progress’.
use and its fair value less costs to sell.
If significant parts of an item of property, plant and
Value in use is based on the estimated future cash equipment have different useful lives, then they are
flows, discounted to their present value using a accounted for as separate items (major components) of
pre-tax discount rate that reflects current market property, plant and equipment.
assessments of time value of money and the risks
specific to the CGU (or the asset). Where it is The cost and related accumulated depreciation are
not possible to estimate the recoverable amount eliminated from the consolidated financial statements
of the individual asset, the Group estimates the upon sale or retirement of the asset and the resultant
recoverable amount of the CGU to which the asset gains or losses are recognized in the Statement of Profit
belongs. An impairment loss is recognized if the and Loss.
carrying amount of an asset or CGU exceeds its
recoverable amount. Any gain or loss on disposal of an item of property, plant
and equipment is recognized in the Statement of Profit
Impairment loss in respect of assets except or Loss.
goodwill is reversed only to the extent that the
assets carrying amount does not exceed the Subsequent expenditure
carrying amount that would have been determined, Subsequent expenditure is capitalized only if it is
net of depreciation or amortization, if no impairment probable that the future economic benefits associated
loss had been recognized in prior years. A reversal with the expenditure will flow to the Group.
of impairment loss is recognized immediately in
the Statement of Profit or Loss. Depreciation
Depreciation is calculated on cost of items of property,
f) Property, plant and equipment plant and equipment less their estimated residual
Recognition and measurement values over their estimated useful lives using the written
Items of property, plant and equipment are measured at down value method and is recognized in the Statement
cost, which includes capitalized borrowing costs, less of Profit and Loss except assets individually costing less
accumulated depreciation and accumulated impairment than Rupees five thousand which are fully depreciated
losses, if any. in the year of purchase / acquisition. Freehold land is
not depreciated. Depreciation is not recorded on capital
Cost of an item of property, plant and equipment working-progress until construction and installation is
comprises its purchase price, including import duties completed and assets are ready for its intended use.
and non-refundable purchase taxes, after deducting
trade discounts and rebates, any directly attributable The estimated useful lives of items of property, plant
cost of bringing the item to its working condition for its and equipment for the current and comparative periods
intended use and estimated costs of dismantling and are as follows:
removing the item and restoring the site on which it is
Asset Block Management estimate
located. Repairs and maintenance costs are recognised
of useful life
in the Statement of Profit and Loss when incurred.
Building 60 years
The cost of a self-constructed item of property, plant Computers 3 to 6 years
and equipment comprises the cost of materials, direct Air Conditioners 15 years
labor and any other costs directly attributable to bringing Leasehold improvements 5 years
the item to working condition for its intended use, and
Office Equipment 5 years
estimated costs of dismantling and removing the item
Electrical Fittings 10 years
and restoring the site on which it is located.
Furniture & Fixtures 10 years
Advances paid towards the acquisition of property, plant
Depreciation method, useful lives and residual values
and equipment outstanding at each Balance Sheet
are reviewed at each financial year-end and adjusted
date is classified as capital advances under other non-
if appropriate. Based on technical evaluation and
current assets and the cost of assets not ready to use
238
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
239
Computer Age Management Services Limited
leases as an expense on a straight-line basis over the of these leases. Lease liabilities are remeasured with a
lease term. corresponding adjustment to the related ROU asset if the
Group changes its assessment of whether it will exercise
Subsequent Measurement an extension or a termination option. Lease liability and
Right to use assets are subsequently measured at cost ROU assets have been separately presented in the
less accumulated depreciation and impairment losses. Balance Sheet and lease payments have been classified
ROU assets are depreciated from the commencement as financing cash flows.
date on a straight-line basis over the shorter of the lease
term and useful life of the underlying asset. i) Foreign currency
Foreign currency transactions
Lease Modification Transactions in foreign currencies are translated into
A lease modification is accounted as a separate lease the functional currency of the Group at the exchange
if the modification increases the scope of the lease by rates at the dates of the transactions or an average rate
adding the right-of-use one or more underlying assets if the average rate approximates the actual rate at the
and the consideration for the lease increases by an date of the transaction.
amount commensurate with the stand-alone price for the
increase in scope and any appropriate adjustments to Monetary assets and liabilities denominated in foreign
that stand-alone price to reflect the circumstances of the currencies are translated into the functional currency at
particular contract. the exchange rate at the reporting date. Non-monetary
assets and liabilities that are measured at fair value
For a lease modification that is not a separate lease, in a foreign currency are translated into the functional
at the effective date of the modification, the lease currency at the exchange rate when the fair value was
liability is remeasured by discounting the revised lease determined. Non-monetary assets and liabilities that are
payments using a revised discount rate at that date. measured based on historical cost in a foreign currency
For lease modifications that decrease the scope of the are translated at the exchange rate at the date of the
lease, the carrying amount of the right-of-use asset is transaction. Exchange differences are recognised in the
decreased to reflect the partial or full termination of the Statement of Profit or Loss, except exchange differences
lease, and a gain or loss is recognised that reflects the arising from the translation of equity investments at fair
proportionate decrease in scope. For all other lease value through OCI, which are recognised in OCI.
modifications, a corresponding adjustment is made to the
right-of-use asset. Foreign operations
The assets and liabilities, including goodwill and fair
Impairment value adjustments arising on acquisition, of foreign
ROU assets are evaluated for recoverability whenever operations (subsidiaries) whose functional currency
events or changes in circumstances indicate that their is a currency other than INR are translated into INR,
carrying amounts may not be recoverable. For the the functional currency of the Group, at the exchange
purpose of impairment testing, the recoverable amount rates at the reporting date. The income and expenses
(i.e. the higher of the fair value less cost to sell and the of such foreign operations are translated into INR at the
value-in-use) is determined on an individual asset basis exchange rates at the dates of the transactions or an
unless the asset does not generate cash flows that are average rate if the average rate approximates the actual
largely independent of those from other assets. In such rate at the date of the transaction.
cases, the recoverable amount is determined for the
Cash Generating Unit (CGU) to which the asset belongs. When a foreign operation is disposed of in its entirety or
partially such that control is lost, the cumulative amount
Measurement of Lease Liability of exchange differences related to that foreign operation
The lease liability is initially measured at amortized cost recognised in OCI is reclassified to the Statement of
at the present value of the future lease payments. The Profit or Loss as part of the gain or loss on disposal. If
lease payments are discounted using the interest rate the Group disposes of part of its interest in a subsidiary
implicit in the lease or, if not readily determinable, using but retains control, then the relevant proportion of the
the incremental borrowing rates in the country of domicile cumulative amount is re-allocated to NCI.
240
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
The Group makes specified monthly contributions (iv) Other long-term employee benefits
towards Government administered provident fund Compensated absences which are not expected
and national fund scheme. to occur within twelve months after the end of
the period in which the employee renders related
(iii) Defined benefit plans service are recognized as a liability at the present
A defined benefit plan is a post-employment benefit value of the obligation as at the Balance Sheet
plan other than a defined contribution plan. date less fair value of the plan assets out of which
the obligations are expected to be settled. The cost
For defined benefit plans in the form of gratuity of providing benefits is measured on the basis of
fund, the cost of providing benefits is determined an annual independent actuarial valuation using
using the projected unit credit method, with the projected unit credit method. Remeasurements
actuarial valuations being carried out at the end gains or losses are recognised in the Statement of
of each annual reporting period. The contributions Profit or Loss in the period in which they arise.
made to the fund are recognized as plan assets.
The defined benefit obligation as reduced by (v) Share-based payment transactions
fair value of plan assets is recognized on the The Employee Stock Option Schemes of the
Balance Sheet. company provide for grant of options to employees
of the Group to acquire the equity shares of the
When the calculation results in a potential asset company that vest in a graded manner and that are
for the Group, the recognised asset is limited to to be exercised within a specified period. Equity-
the present value of economic benefits available settled share-based payments to employees are
in the form of any future refunds from the plan or measured at the fair value of the equity instruments
reductions in future contributions to the plan (‘the at the grant date. The fair value determined at
241
Computer Age Management Services Limited
the grant date of the equity-settled share based neither accounting nor taxable profit or loss at the
payments are expensed on a straight-line basis time of the transaction;
over the vesting period, based on the Company’s
estimate of equity instruments that will eventually - Taxable temporary differences arising on the initial
vest, with a corresponding increase in equity. At the recognition of goodwill.
end of each reporting period, the company revises
its estimate of the number of equity instruments Deferred income tax asset are recognized to the extent
expected to vest. The impact of the revision of that it is probable that taxable profit will be available
the original estimates, if any, is recognized in the against which the deductible temporary differences, and
Statement of Profit or Loss such that the cumulative the carry forward of unused tax credits and unused tax
expense reflects the revised estimate, with a losses can be utilized. Deferred income tax liabilities are
corresponding adjustment to Employee Stock recognized for all taxable temporary differences.
Option Reserve account in Reserves & Surplus.
The carrying amount of deferred income tax assets is
In respect of options granted to employees of reviewed at each reporting date and reduced to the
subsidiaries, the Company recovers the related extent that it is no longer probable that sufficient taxable
compensation cost from the respective subsidiaries. profit will be available to allow all or part of the deferred
income tax asset to be utilized. Deferred income tax
k) Income taxes assets and liabilities are measured at the tax rates that
Income tax comprises current and deferred tax. It is are expected to apply in the period when the asset is
recognised in the Statement of Profit or Loss except realized or the liability is settled, based on tax rates
to the extent that it relates to a business combination (and tax laws) that have been enacted or substantively
or to an item recognised directly in equity or in other enacted at the reporting date.
comprehensive income.
Deferred tax assets and liabilities are offset if there is a
Current tax legally enforceable right to offset current tax liabilities
Current tax comprises the expected tax payable or and assets, and they relate to income taxes levied by
receivable on the taxable income or loss for the year the same tax authority but they intend to settle current
and any adjustment to the tax payable or receivable in tax liabilities and assets on a net basis or their tax
respect of previous years. The amount of current tax assets and liabilities will be realised simultaneously.
reflects the best estimate of the tax amount expected
to be paid or received after considering the uncertainty, Current and deferred taxes are recognized in the
if any, related to income taxes. It is measured using tax Statement of Profit or Loss, except when they relate
rates (and tax laws) enacted or substantively enacted to items that are recognized in other comprehensive
by the reporting date. income or directly in equity, in which case, the current
and deferred taxes are also recognized in other
Current tax assets and current tax liabilities are offset comprehensive income or directly in equity respectively.
only if there is a legally enforceable right to set off
the recognised amounts, and it is intended to realise l) Provisions, Contingent liabilities and
the asset and settle the liability on a net basis or Contingent assets
simultaneously. A provision is recognised if, as a result of a past event,
the Group has a present legal or constructive obligation
Deferred tax that can be estimated reliably, and it is probable that an
Deferred income tax is recognized using the balance outflow of economic benefits will be required to settle
sheet approach. Deferred tax is recognised in respect of the obligation. The amount recognized as a provision is
temporary differences between the carrying amounts of the best estimate of the consideration required to settle
assets and liabilities for financial reporting purposes and the present obligation at the balance sheet date, taking
the corresponding amounts used for taxation purposes. into account the risks and uncertainties surrounding the
obligation.
Deferred tax is not recognized for:
- Temporary differences arising on the initial If the effect of the time value of money is material,
recognition of assets or liabilities in a transaction provisions are determined by discounting the expected
that is not a business combination and that affects future cash flows at a pre-tax rate that reflects current
242
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
market assessment of the time value of money and risks m) Earnings per share
specific to the liability. When discounted, the increase in The Group reports basic and diluted earnings per share
provision due to the passage of time is recognized as in accordance with Ind AS 33 on Earnings per share.
finance cost.
The basic earnings per share is computed by dividing
Contingent liabilities are disclosed when there is profit after tax attributable to the equity shareholders
a possible obligation arising from past events, the by the weighted average number of equity shares
existence of which will be confirmed only by the outstanding during the reporting period.
occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the Group or Diluted earnings per share is computed by dividing the
a present obligation that arises from past events where net profit after tax by the weighted average number of
it is either not probable that an outflow of resources will equity shares considered for deriving basic earnings
be required to settle the obligation or a reliable estimate per share and also weighted average number of equity
of the amount cannot be made. shares that could have been issued upon conversion
of all dilutive potential equity shares. Dilutive potential
A contingent asset is not recognised but disclosed in equity shares are deemed converted as of the beginning
the consolidated financial statements where an inflow of the period, unless issued at a later date. Dilutive
of economic benefit is probable. potential equity shares are determined independently
for each period presented. The number of equity shares
Commitments includes the amount of purchase order and potentially dilutive equity shares are adjusted
(net of advance) issued to counterparties for supplying for bonus shares, consolidation of shares, etc. as
/ development of assets and amounts pertaining to appropriate.
Investments which have been committed but not
called for. n) Cash and cash equivalents
Cash and cash equivalents are short-term highly liquid
Provisions, contingent assets, contingent liabilities and
investments that are readily convertible into cash with
commitments are reviewed at each balance sheet date.
original maturities of three months or less. Cash and
Onerous contracts cash equivalents consist primarily of cash and deposits
with banks.
A contract is considered to be onerous when the
expected economic benefits to be derived by the Group o) Cash flow statement
from the contract are lower than the unavoidable cost of
Cash flows are reported using the indirect method,
meeting its obligations under the contract. The provision
whereby net profit / (loss) before tax is adjusted for
for an onerous contract is measured at the present
the effects of transactions of non-cash nature and any
value of the lower of the expected cost of terminating
deferrals or accruals of past of future cash receipts and
the contract and the expected net cost of continuing
payments. The cash flows from operating, investing and
with the contract. Before such a provision is made, the
financing activities of the Group are segregated
Group recognises any impairment loss on the assets
associated with that contract.
243
244
Notes Forming Part of the Consolidated Ind AS Financial Statement
for the Year Ended March 31, 2023
NOTE 4 : FIXED ASSETS
I. Current year
a) Property Plant and Equipment
In ` Lakhs
Sl. Property, Plant and Gross Block Accumulated Depreciation Net Block
No. Equipment - Owned/ Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
Acquired at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2022 2023 2022 the year Adjustments 2023 2023 2022
of Assets
1 Land 2,439.21 - - 2,439.21 - - - - 2,439.21 2,439.21
2 Building 503.48 - - 503.48 242.80 12.50 - 255.30 248.18 260.68
3 Plant & Equipment 627.18 89.54 43.03 673.69 286.56 70.89 35.92 321.53 352.16 340.62
Computer Age Management Services Limited
4 Furniture and Fixtures 2,082.26 57.14 35.30 2,104.10 1,537.87 164.12 33.20 1,668.79 435.31 544.39
5 Leasehold 429.24 390.26 - 819.50 68.34 231.55 - 299.89 519.61 360.90
improvements
6 Office Equipments 1,269.89 178.77 40.67 1,407.99 996.42 151.15 37.88 1,109.69 298.30 273.47
7 Computers 14,081.85 2,360.90 1,085.17 15,357.58 10,354.15 1,845.75 1,034.66 11,165.24 4,192.34 3,727.70
8 Electrical Fittings 631.91 5.48 6.71 630.68 456.72 47.07 6.33 497.46 133.22 175.19
Total 22,065.02 3,082.09 1,210.88 23,936.23 13,942.86 2,523.03 1,147.99 15,317.90 8,618.33 8,122.16
c) Intangible Assets
In ` Lakhs
Sl. Intangible Assets - Gross Block Accumulated Depreciation Net Block
No. Owned/ Acquired Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2022 2023 2022 the year Adjustments 2023 2023 2022
of Assets
1 Software 8,370.69 549.51 - 8,920.20 5,688.35 1,218.62 - 6,906.97 2,013.23 2,682.34
2 Goodwill on 13,359.83 963.50 - 14,323.33 - - - - 14,323.33 13,359.83
Consolidation
Total 21,730.52 1,513.01 - 23,243.53 5,688.35 1,218.62 - 6,906.97 16,336.56 16,042.17
Notes Forming Part of the Consolidated Ind AS Financial Statement
for the Year Ended March 31, 2023
d) Capital Work in Progress
In ` Lakhs
Sl. Particulars Balance as Balance as
No. at March 31, at March 31,
2023 2022
1 Tangible Assets 75.60 16.34
2 Intangible Assets 805.37 -
880.97 16.34
Corporate Overview
In ` Lakhs
Note : Depreciation and amortisation expense
Particulars For the Year ended
March 31, 2023
(a) Depreciation of Property, Plant and Equipment 2,523.03
Statutory Reports
Acquired at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2021 2022 2021 the year Adjustments 2022 2022 2021
of Assets
1 Land 2,439.21 - - 2,439.21 - - - - 2,439.21 2,439.21
2 Building 503.48 - - 503.48 229.68 13.13 - 242.80 260.68 273.80
3 Plant & Equipment 522.61 158.95 54.37 627.18 271.53 58.96 43.92 286.56 340.62 251.09
4 Furniture and Fixtures 1,933.73 207.85 59.31 2,082.26 1,411.80 176.21 50.14 1,537.87 544.39 521.94
5 Leasehold - 429.24 - 429.24 - 68.34 - 68.34 360.90 -
improvements
6 Office Equipments 1,117.94 202.31 50.36 1,269.89 931.10 111.76 46.45 996.42 273.47 186.84
7 Computers 11,446.80 2,719.59 84.54 14,081.85 8,734.44 1,699.36 79.65 10,354.15 3,727.70 2,712.36
8 Electrical Fittings 546.07 88.69 2.85 631.91 407.17 52.05 2.50 456.72 175.19 138.90
Total 18,509.83 3,806.62 251.43 22,065.02 11,985.72 2,179.81 222.66 13,942.86 8,122.16 6,524.12
245
35th Annual Report 2022-23
246
Notes forming part of Ind AS Consolidated financial statement
for the Year Ended March 31, 2023
b) Right of Use Assets
In ` Lakhs
Sl. Right to use assets Gross Block Accumulated Depreciation Net Block
No. Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2021 2022 2021 the year Adjustments 2022 2022 2021
of Assets
1 Right to use assets 11,018.76 1,930.41 51.52 12,897.66 3,645.17 2,049.64 41.93 5,652.88 7,244.77 7,373.59
Total 11,018.76 1,930.41 51.52 12,897.66 3,645.17 2,049.64 41.93 5,652.88 7,244.77 7,373.59
c) Intangible Assets
In ` Lakhs
Sl. Intangible Assets - Gross Block Accumulated Depreciation Net Block
Computer Age Management Services Limited
No. Owned/ Acquired Balance as Additions Disposals/ Balance as Balance as Depreciation Elimination Balance as Balance as Balance as
at April 1, Adjustments at March 31, at April 1, Expense for on Disposal/ at March 31, at March 31, at March 31,
2021 2022 2021 the year Adjustments 2022 2022 2021
of Assets
1 Software 5,899.65 2,471.04 - 8,370.69 4,755.63 932.72 - 5,688.35 2,682.34 1,144.02
2 Goodwill on 13,359.83 - - 13,359.83 - - - - 13,359.83 13,359.83
Consolidation
Total 19,259.48 2,471.04 - 21,730.52 4,755.63 932.72 - 5,688.35 16,042.17 14,503.85
247
Computer Age Management Services Limited
248
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Notes:
Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the year:
249
Computer Age Management Services Limited
250
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Particulars As at As at
March 31, 2023 March 31, 2022
In ` Lakhs In ` Lakhs
Surplus / (Deficit) in Statement of Profit and Loss
Opening balance 44,790.70 34,953.56
Add : opening Loss of Fintuple 0.00
Add: Profit / (Loss) for the year 28,524.83 28,694.69
Less: Dividends to equity shareholders (18,483.43) (18,857.55)
Closing balance 54,832.10 44,790.70
Total 73,273.10 59,873.43
* ` 537.60 lakhs pertains to an adjustment from ESOP reserve and balance amounting to ` 706.91 lakhs is realised in cash
** Includes ESOP cost of employees of subsidiaries amounting to ` 156.64 lakhs
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
251
Computer Age Management Services Limited
* Includes an amount of ` 6,719.74 lakhs declared as dividend payable to NSE Investments Ltd during the FY 2020-21. However, the same
has not been paid to the beneficiary’s account due to SEBI’s directive dated February 4, 2020.
252
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
NOTE 18 : PROVISIONS
253
Computer Age Management Services Limited
254
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
255
Computer Age Management Services Limited
Deferred Tax Liability (Net) Year Ended March 31, 2023 Year Ended March 31, 2022
Opening Transferred Recognised Closing Opening Transferred Recognised Closing
Balance from DTA in profit Balance Balance from DTA in profit Balance
and Loss and Loss
Tax effect of items constituting
deferred tax liabilities / reversal of
deferred tax liabilities
Property, Plant and Equipment and 6.45 - 5.98 12.43 (1.02) 3.89 3.59 6.45
Right to Use Asset
FVTPL financial asset 63.32 - 86.39 149.71 15.57 17.62 30.14 63.32
Sub Total (A) 69.77 - 92.37 162.14 14.54 21.51 33.72 69.77
Tax effect of items constituting
deferred tax assets / reversal of
deferred tax assets
Employee Benefits 3.16 - 0.29 3.45 0.45 3.54 (0.82) 3.16
Lease liabilities (13.07) - 4.44 (8.63) 9.58 12.92 (35.57) -13.07
Other Items 43.56 - (6.06) 37.50 - 42.77 0.78 43.56
Sub Total (B) 33.65 - (1.33) 32.32 10.03 59.22 (35.61) 33.65
Net Deferred Tax Asset / (Liabilities) (36.12) - (93.70) (129.82) (4.51) 37.72 (69.33) (36.12)
(B-A)
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
256
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Others:
The Group makes contribution for Employee State Insurance and National Pension Scheme for its employees. All such
contributions are deposited with the Government. The Group also contributes to Superannuation Fund and Pension Fund
for its employees who have been contributing to such funds.
During the year, the Group recognised the following amounts in the Statement of Profit or Loss (included in Note 21:
Employee Benefit Expenses.
257
Computer Age Management Services Limited
Particulars As at As at
March 31, 2023 March 31, 2022
Non-Current 3,010.38 2,708.50
Current 518.54 442.68
Total 3,528.92 3,151.18
C. Expenses recognised
i. In Statement of Profit or Loss
Particulars 2022-23 2021-22
Current service cost 462.25 404.94
Net interest expense 3.90 9.05
Total 466.15 413.99
258
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Although the analysis does not take into account the full distribution of cash flows expected under the plan, it
provides an approximation of the sensitivity of the assumptions shown.
259
Computer Age Management Services Limited
Interest Rate Risk: The plan exposes the Group to the risk of fall in interest rates. A fall in interest rates will
result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the
value of the liability (as shown in financial statements).
Liquidity Risk: This is the risk that the Group is not able to meet the short-term payouts. This may arise due
to non availabilty of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being
sold in time.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of
salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan
participants from the rate of increase in salary used to determine the present value of obligation will have a
bearing on the plan’s liabilty.
Demographic Risk: The Group has used certain mortality and attrition assumptions in valuation of the liability.
The Group is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Regulatory Risk: Gratuity benefit is paid in accordance with the requirements of the Payment of Gratuity Act,
1972 (as amended from time to time). There is a risk of change in regulations requiring higher gratuity payouts
(e.g. Increase in the maximum limit on gratuity of ` 20,00,000).
Asset Liability Mismatching or Market Risk: The duration of the liabilty is longer compared to duration of
assets, exposing the Group to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any
particular investment.
III. Other long term employee benefits - Compensated absences (Leave encashment):
A. Funding
The leave encashment plan is funded by the Group. The funding requirements are based on a separate actuarial
valuation within the framework set out in the funding policies of the plan. Employees do not contribute to the plan.
260
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Particulars As at As at
March 31, 2023 March 31, 2022
Non-Current 698.83 683.63
Current 195.64 152.87
Total 894.47 836.50
C. Expenses recognised
i. In Statement of Profit or Loss
Particulars 2022-23 2021-22
Current service cost 162.47 610.57
Net interest expense 6.45 6.22
Return on plan assets excluding interest income - -
Actuarial (gains)/ losses 467.22 33.99
Total 636.15 650.78
261
Computer Age Management Services Limited
Although the analysis does not take into account the full distribution of cash flows expected under the plan, it
provides an approximation of the sensitivity of the assumptions shown
262
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Interest Rate risk: The plan exposes the Group to the risk of fall in interest rates. A fall in interest rates will
result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the
value of the liability (as shown in financial statements).
Liquidity Risk: This is the risk that the Group is not able to meet the short-term payouts. This may arise due
to non availabilty of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being
sold in time.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of
salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan
participants from the rate of increase in salary used to determine the present value of obligation will have a
bearing on the plan’s liabilty.
Demographic Risk: The Group has used certain mortality and attrition assumptions in valuation of the liability.
The Group is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Asset Liability Mismatching or Market Risk: The duration of the liabilty is longer compared to duration of
assets, exposing the Group to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any
particular investment.
263
Computer Age Management Services Limited
Particulars As at As at
March 31, 2023 March 31, 2022
Principal amount remaining unpaid to MSME suppliers as at the end of the period 157.12 52.20
Interest due on unpaid principal amount to MSME suppliers as at the end of the - -
period
Amount of interest paid along with the amounts of the payment made to the - -
MSME suppliers beyond the appointed day
264
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Particulars As at As at
March 31, 2023 March 31, 2022
Amount of interest due and payable for the year (without adding the interest
- -
under the Act)
Amount of interest accrued and remaining unpaid as at the end of the period - -
Amount of further interest due and payable even in the succeeding year, until
- -
such date when the interest dues as above are actually paid
ii. Expenditure:
Particulars 2022-23 2021-22
Software procurement and maintenance expenses 272.70 68.06
Total 272.70 68.06
265
Computer Age Management Services Limited
266
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
B. Lease Liability:
Particulars As at As at
March 31, 2023 March 31, 2022
Opening balance 8,193.52 7,914.51
Intital recognition / Additions during the year 3,152.28 1,806.27
Interest expenses for the year 760.75 713.39
Lease payments during the year (2,723.62) (2,236.57)
(Derecognition) / Adjustments during the year (58.06) (4.08)
Closing balance 9,324.88 8,193.52
267
Computer Age Management Services Limited
I. Definition of a lease
At inception of the contract, the Group assesses whether a contract is, or contains, a lease. Under Ind AS 116, a
contract is, or contains, a lease if it conveys the right to control the use of an identified asset for a period of time, in
exchange for consideration.
II. As a lessee
For measuring the lease liabilities, the Group has discounted lease payments using MCLR rate provided by its
bankers, which is 8.25%.
The Group has used the following practical expedients while applying Ind AS 116 to leases previously classified as
operating lease:
i. The Group did not recognise Right of Use Assets and liabilities for leases of low value assets (eg. Printers and
photocopiers).
ii. The Group used hindsight when determining lease term.
iii. The Group applied the exemption not to recognise right-of-use assets and liabilities for leases with less than 12
months of lease term.
iv. The Group has used a single discount rate to a portfolio of leases with reasonably similar characteristics
NOTE 34 : REVENUE
(` in Lakhs, unless otherwise stated)
A. Revenue Streams
The Group generates revenue primarily from provision of application/data processing services, customer care services,
software development services and other allied services to its customers.
268
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
C. Contract Balances
The following table provides information about contract assets and liabilities from contracts with customers.
(i) Contract Assets
Particulars As at As at
March 31, 2023 March 31, 2022
Opening balance 7,367.74 6,194.80
Invoice raised during the period (7,367.74) (6,194.80)
Unbilled revenue recognized during the period 9,071.25 7,367.74
Closing balance 9,071.25 7,367.74
b) Unearned revenue
Particulars As at As at
March 31, 2023 March 31, 2022
Opening balance 22.33 31.93
Invoice raised during the period 238.63 163.16
Revenue recognized during the period 227.31 172.76
Closing balance 33.65 22.33
269
Computer Age Management Services Limited
The contract liabilities includes income received in advance and pending to be recognized as income since obligation
is yet to be performed and invoice raised against unearned revenue.
Particulars As at As at
March 31, 2023 March 31, 2022
Measured at amortised cost
- Trade receivables 3,302.29 2,554.72
- Cash and Cash Equivalents 1,639.37 450.89
- Bank balances other than cash and cash equivalents 20,387.29 14,630.37
- Loans & advances 113.56 87.68
- Others 1,622.64 1,687.04
Total 27,065.15 19,410.70
270
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Note A) Fair value hierarchy used for Investments in Mutual Funds and Government Securities - Level 1. Valuation
techniques and key inputs - Quoted Net Asset Value/ Prices in active market.
Note B) The Group has not disclosed the fair values for financial assets such as trade receivables, cash and cash
equivalents, other bank balances, loans etc, because their carrying amounts are a reasonable approximation of fair value.
Note C) The Group has not disclosed the fair values for financial liabilities such as trade payables and lease liabilities
because their carrying amounts are a reasonable approximation of fair value.
There are no transfers between Level 2 and Level 3 during the period.
The Group’s Audit Committee oversees how management monitors compliance with the risk management policies and
procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The
Audit Committee is assisted in its oversight role by internal audit. Internal audit undertakes review of risk management
controls and procedures and the results of the same are reported to the Audit Committee.
I. Credit Risk:
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instruments fails
to meet its contractual obligations, and arises principally from the Group’s receivables from customers and cash
and cash equivalents. The carrying amounts of financial assets represent the maximum credit risk exposure.
Credit risk encompasses both the direct risk of default and the risk of deterioration of credit worthiness as well as
concentration risk.
271
Computer Age Management Services Limited
b) Trade Receivables
The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of its customer base,
including the default risk of the industry.
The Group establishes an allowance for impairment that represents its expected credit losses in respect of
trade and other receivables. The management uses a simplified approach for the purpose of computation of
expected credit losses for trade receivables and an impairment analysis is performed at each reporting date.
The management has established a credit policy under which each new customer is analysed individually for
credit worthiness before the standard payment and delivery terms and conditions are offered. Credit period
varies from customers to customers and it starts from 10 days. The Group review includes external ratings,
customer’s credit worthiness, if they are available, and in some cases, bank references.
The Group’s customer base comprises of various mutual fund houses and corporates having sound financial
condition. An impairment analysis is performed at each reporting date for invoice wise receivables balances.
Financial assets for which loss allowance is measured using lifetime expected credit losses:
Particulars As at As at
March 31, 2023 March 31, 2022
Trade receivables 3,437.37 2,667.19
Security deposits 1,323.81 1,585.66
Total 4,761.18 4,252.85
272
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
The following are the remaining contractual cash flows for financial assets at the reporting date. All amounts are
gross and undiscounted.
Particulars Carrying Contractual cash flows
Amount Total Less than More than
1 year 1 year
March 31, 2023
Financial assets:
- Trade receivables 3,302.29 3,302.29 3,302.29 -
- Cash and cash equivalents 1,639.37 1,639.37 1,639.37 -
- Bank balances other than cash and 20,387.29 20,387.29 20,387.29 -
cash equivalents
- Investments 32,983.44 32,983.44 32,983.44 -
- Loans & Advances 113.56 113.56 90.31 23.25
- Others 1,622.64 1,622.64 340.68 1,281.96
60,048.59 60,048.59 58,743.38 1,305.21
March 31, 2022
Financial assets:
- Trade receivables 2,554.72 2,554.72 2,554.72 -
- Cash and cash equivalents 450.89 450.89 450.89 -
- Bank balances other than cash and 14,630.37 14,630.37 14,630.37 -
cash equivalents
- Investments 31,694.77 31,694.77 31,694.77 -
- Loans & Advances 87.68 87.68 66.38 21.30
- Others 1,687.04 1,687.04 534.96 1,152.08
51,105.47 51,105.47 49,932.09 1,173.38
273
Computer Age Management Services Limited
The summary quantitative data about the Group’s exposure to currency risk is as follows:
Sensitivity analysis
A reasonably possible strengthening/weakening of EUR/USD against INR would have affected the measurement
of financial instruments denominated in foreign currency and affected equity and Statement of Profit or Loss by
the amounts shown below. This analysis assumes that all other variables remain constant.
Sensitivity Analysis
The table below summarises the impact of increases/decreases of the Net Asset Value (NAV) on the Group’s
investment in Mutual fund and profit for the period. The analysis is based on the assumption that the NAV
increased by 5% or decreased by 5% with all other variables held constant, and that all the Group’s investments
in mutual funds moved in line with the NAV.
274
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
275
Computer Age Management Services Limited
Expect volatility and term of the options are based on an evaluation of the historical prices at which the Group’s shares
were acquired by its investors. The expected term of the instruments is based on general option holder behaviour.
276
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
Batch 3
Particulars As at March 31, 2023 As at March 31, 2022
Weighted Number of Weighted Number of
average options average options
exercise price exercise price
Outstanding at April 01 1,791.40 264,631 - -
Granted during the period - - 1,791.40 273,148
Exercised during the period 1,791.40 10,474 - -
Lapsed during the period 1,791.40 9,646 1,791.40 8,517
Outstanding at March 31 1,791.40 244,511 1,791.40 264,631
Exercisable at March 31 1,791.40 61,638 - -
Batch 4
Particulars As at March 31, 2023 As at March 31, 2022
Weighted Number of Weighted Number of
average options average options
exercise price exercise price
Outstanding at April 01 - - - -
Granted during the period 2,312.35 300,000 - -
Exercised during the period - - - -
Lapsed during the period 2,312.35 27,597 - -
Outstanding at March 31 2,312.35 272,403 - -
Exercisable at March 31 - - - -
The Group is fully equity financed which is evident from the capital structure. Further, the Group has always been a net cash
Group with cash and bank balances along with investment which is predominantly investment in liquid and short term mutual
funds being far in excess of financial liabilities.
277
Computer Age Management Services Limited
II. Contingent liabilities and commitments (to the extent not provided for)
Particulars As at As at
March 31, 2023 March 31, 2022
Estimated amount of contracts remaining to be executed on capital account
990.11 152.41
and not provided for
Income Tax matters 1,724.06 573.79
On account of processing errors - 6.49
Others 9.06 5.60
Total 2,723.23 738.29
There are no other amounts required to be disclosed as contingent liabilities on account of pending litigations, other than
the above.
278
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
279
Computer Age Management Services Limited
S. Name of the Entity Net Assets i.e total Share in Profit or loss Share in Other Share in Total
No. assets minus total Comprehensive Income Comprehensive Income
liabilities
As % of In As % of In As % of In As % of In
Consolidated ` Lakhs Consolidated ` Lakhs Consolidated ` Lakhs Consolidated ` Lakhs
Net Assets Profit Other Total
Comprehensive Comprehensive
Income Income
5 CAMS Insurance 7.01% 4,542.89 1.49% 427.81 2.97% 1.23 1.49% 429.04
Repository Services Ltd
6 CAMS Payment Services 4.00% 2,587.69 0.31% 89.58 0.00% - 0.31% 89.58
Private Limited
7 Fintuple Technologies Pvt 0.00% - -
Ltd
Foreign subsidiaries
8 Sterling 0.00% 0.92 -0.14% (41.32) -0.85% (0.35) -0.15% (41.67)
Software(Deutschland)
GmbH
9 Consolidation adjustments -14.74% (9,549.32) -9.32% (2,674.83) 0.02% 0.01 -9.31% (2,674.82)
Total 100.00% 64,763.78 100.00% 28,694.69 100.00% 41.41 100.00% 28,736.10
10 Non-Controlling Interests 0.00% - 0.00% - 0.00% - 0.00% -
On April 05, 2022, the Group has acquired 54% of stake in “Fintuple Technologies Private Limited” and gained control as a
subsidiary for a consideration of ` 1,123.26 Lakhs.
Fintuple is a provider of digital onboarding services for AIF and PMS investors using a cutting edge technology platform with
E-kyc and other digital capabilities. This has synergies with Group’s existing businesses in the AIF vertical and a common go
to market will benefit the Group.
At April 05, 2022, the fair value of assets and liabilities acquired have been determined by the Company and accounted for in
accordance with IND AS 103 – “Business Combination””
280
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
The following table summaries the recognised amounts of assets acquired and liabilities assumed at the date of acquisition
b) Goodwill
Paticulars Amount in lakhs
Consideration transferred* 723.03
Non-controlled interest in the acquired entity 136.13
Less: Net Identifiable assets acquired (104.35)
Goodwill 963.50
*Consideration transferred excludes ` 400.23 lakhs contributed as equity capital and share premium at the time of acquisition. Hence the total
consideration paid is ` 1,123.26 lakhs
c) Disclosure of the revenue and profit for current reporting period.
Paticulars Revenue Profit after tax
I. Since the acquisition date* 212.95 (133.44)
II. Had it been at the beginning of the reporting period 212.95 (133.44)
* For consolidation, the subsidiary accounts has been considered from April 1, 2022 as there no transactions in between inception of financial year
and date of acquisition
281
Computer Age Management Services Limited
The First Tranche of payment amounting to ` 4,563 lakhs was made on April 04th 2023 resulting in acquisition of 55.42% on
the existing paid up share capital of TAIPL (52% on fully diluted basis) effective from that date. No estimate has been made
in the current year (FY23) for any future payments that may have to be made under this agreement for acquiring the balance
holding of TAIPL as the outflow will be based on the earnings at a future date, which cannot be reasonably estimated presently.
The group incurred acquisition related costs of ` 56.73 lakhs on legal, due diligence and other expenses. These costs have
been included in “Other expenses”
The First Tranche of payment amounting to ` 4,563 lakhs was made on April 04, 2023 resulting in acquisition of 55.42% of the
existing paid up share capital of TAIPL (52% on fully diluted basis) effective from that date.
In accordance with Ind AS10, this Business combination is a Non- Adjusting event and hence no effect has been given in the
financials for the year ending March 31, 2023 . Further, no estimate has been made in the current year (FY23) for any future
payments that may have to be made under this agreement for acquiring the balance holding of TAIPL as the outflow will be
based on the earnings at a future date, which cannot be reasonably estimated presently.
The group incurred acquisition related costs of ` 56.73 lakhs on legal, due diligence and other expenses. These costs have
been included in “Other expenses”.
Particulars Rate
Tax at Statutory Rate 25.17%
Permanent disallowance 0.44%
Tax incentive -0.23%
Indexation benefit on LTCG -0.16%
Reduced tax rate on LTCG 0.00%
Earlier period tax reversal -0.30%
Effects of inter company transaction 0.13%
DTA not recognized on unabsorbed business loss 0.09%
Total 25.13%
282
Corporate Overview Statutory Reports Financial Statements
35th Annual Report 2022-23
(B) The company has not received any fund from any persons or entities, including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the company shall whether directly or indirectly lend or
invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate
Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries, “
Sd/- Sd/-
S R Ramcharan G.Manikandan
Chief Financial Officer Company Secretary
283
COMPUTER AGE MANAGEMENT SERVICES LIMITED
284
FORM AOC-1
Statement Containing salient features of the financial statement of subsidiaries
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
S. Name of the Entity Relationship Share Reserves Total Total Investments Turnover Profit Provision Profit Total Other Total % of
No. Capital and Assets Liabilities before for after Comprehensive Comprehensive Shareholding
Surplus Taxation Taxation Taxation Income income for the
(net of tax) year
1 Computer Age Management Parent 4,899.36 67,906.13 101,029.80 28,224.31 47,894.99 92,861.69 36,554.73 9,100.70 27,454.03 (10.56) 27,443.47 -
Services Limited
2 CAMS Investor Services Subsidiary 74.50 4,664.76 5,428.21 688.96 4,302.65 1,794.19 896.92 232.31 664.61 (3.56) 661.05 100%
Pvt Ltd
3 CAMS Financial Information Subsidiary 990.00 (613.73) 444.22 67.95 - 2.66 (465.67) (113.79) (351.88) 5.25 (346.63) 100%
Services Pvt Ltd
Computer Age Management Services Limited
4 Sterling SoftwarePvt Ltd Subsidiary 50.95 2,850.49 5,274.05 2,372.61 582.04 7,321.72 1,029.97 257.55 772.42 (14.26) 758.16 100%
5 CAMS Insurance Repository Subsidiary 454.17 4,231.66 5,394.34 708.51 4,455.39 1,779.02 183.64 42.84 140.80 2.14 142.94 100%
Services Ltd
6 CAMS Payment Services Subsidiary 2,500.00 193.84 2,694.81 0.97 - - 141.85 35.70 106.15 - 106.15 100%
Private Limited
7 Sterling Software Subsidiary 746.79 (746.79) - - - - (0.06) - (0.06) (0.04) (0.10) 100%
(Deutschland) GmbH
8 Fintuple Technologies Subsidiary 82.88 79.57 237.85 75.40 - 207.78 (133.44) - (133.44) - (133.44) 54%
Private Limited
Computer Age Management Services Limited
Registered Office
New No. 10, Old No. 178,
MGR Salai, Nungambakkam,
Chennai - 600 034.
www.camsonline.com