INTRODUCTION

Infosys Limited is an Indian multinational information technology company that

provides business consulting, information technology and outsourcing services. The company
was founded in Pune and is headquartered in Bangalore. Infosys is the second-largest Indian
IT company after Tata Consultancy Services by 2020 revenue figures and the 602nd largest
public company in the world according to Forbes Global 2000 ranking . The company became
a public limited company in the year 1992.

Infosys Ltd is a global technology services firm that defines designs and delivers information
technology enabled business solutions to their clients. The company provides end-to-end
business solutions that leverage technology for their clients including technical consulting
design development product engineering maintenance systems integration package-enabled
consulting and implementation and infrastructure management services.

Infosys provides software development, maintenance and independent validation services to

companies in finance, insurance, manufacturing and other domains. One of its known
products is Finacle which is a universal banking solution with various modules for retail and
corporate banking.
The company’s industry segments are primarily financial services and insurance comprising
enterprises providing banking, finance and insurance services, manufacturing, enterprises in
the energy, utilities, communication and services and retail, consumer packaged goods,
logistics and life sciences.
Infosys helps clients in 45 countries to create and execute different strategies for their digital
transformation. Infosys helps businesses to renew & improve existing conditions so that their
business can achieve higher efficiencies and stay relevant according to current times. Infosys
has more than 200,000 employees and through their hard work & dedication. Infosys
Technologies has been ranked as the tenth best company in terms of leadership. Infosys is the
only Indian company to be ranked among the Top 20 companies in the world in this category.

Infosys pioneered the Global Delivery Model (GDM) which emerged as a disruptive force in
the industry leading to the rise of offshore outsourcing. Infosys helps businesses to renew &
improve existing conditions so that their business can achieve higher efficiencies and stay
relevant according to current times.
 HISTORY

Infosys was founded by seven engineers in Pune, Maharashtra, India with an initial capital of
$250 in 1981. It was registered as Infosys Consultants Private Limited on 2 July 1981. In
1983, it relocated its office to Bangalore, Karnataka, India . Infosys is a NYSE listed global
consulting and IT services company with more than 292k employees.

The company changed its name to Infosys Technologies Private Limited in April 1992 and
to Infosys Technologies Limited when it became a public limited company in June 1992. It
was later renamed to Infosys Limited in June 2011. Infosys shares were listed on
the Nasdaq stock exchange in 1999 as American depositary receipts. It became the first
Indian company to be listed on Nasdaq. Infosys hired 1,200 United States employees in 2011,
and expanded the workforce by an additional 2,000 employees in 2012

In the journey of over 40 years, Infosys have catalyzed some of the major changes that have
led to India's emergence as the global destination for software services talent. From the
beginning, the company was founded on the principle of building and implementing great
ideas that drive progress for clients and enhance lives through enterprise solutions.

The company’s industry segments are primarily financial services and insurance comprising
enterprises providing banking, finance and insurance services, manufacturing, enterprises in
the energy, utilities, communication and services and retail, consumer packaged goods,
logistics and life sciences. Its offerings include IT Services, Engineering Services, Consulting
Services, BPO Services, and Products and Platforms.

The company didn't have any computer till 1983 because they couldn't afford it. It took them
two years to buy a computer on their own and the model was Data General 32-bit MV8000.
The Infosys business model is ideal. Previously the company concentrated only on Europe
and the US preferring the (GDM) Global Delivery Model. During the 1990s Infosys focused
on factors like Banking and Financial Services (BFSI), manufacturing, application
development, maintenance and testing. These all helped Infosys become a pioneer in the IT
sector. Continuously in the year 2001 2002 and 2003 the company wins the National Award
for Excellence in corporate governance conferred by the Government of India.
VISION

"To be a globally respected corporation that provides best-of-breed business solutions,

leveraging technology, delivered by best-in-class people."

Infosys does not just want to be a corporation which just focuses on increasing its business
and revenue, rather its vision is to be a corporation which provides best business solution by
indulging best talented people and eventually to become a reputed and respected corporation.

MISSION

"To achieve our objectives in an environment of fairness, honesty, and courtesy towards our
clients, employees, vendors and society"

Infosys focuses on maintaining fairness, honesty and courtesy towards their clients,
employees, vendors and society in their path of achieving their objective. They believe that
these three key aspects were the main factors in achieving their vision.

BRANCHES

There are 39 branches in India .12 branches in Bangalore,2 branches in Bhubaneshwar, 1

branch in chandigarh, 5 branches in Chennai, one branch in Gurgaon, one branch in Hubli , 2
branches in Hyderabad ,one branch in Indore, Jaipur , Mumbai , mysore and Trivandrum ,2
branches in mangalore , Mohali ,and Nagpur , 4 branches in pune .

PRODUCTS

Infosys provides software development, maintenance and independent validation services to

companies in finance, insurance, manufacturing and other domains.

One of its known products is Finacle which is a universal banking solution with various
modules for retail and corporate banking.

Glass building in Pune campus

Its key products and services are:

NIA – Next Generation Integrated AI Platform (formerly known as Mana)

Infosys Consulting – a global management consulting service

Cloud-based enterprise transformation services

Infosys Information Platform (IIP) – Analytics platform

EdgeVerve Systems which includes Finacle, a global banking platform

Panaya Cloud Suite

Skava – now rebranded as Infosys Equinox

Engineering Services

Digital Marketing

Subsidiaries of the company:

Edge Verve Systems Limited

Infosys BPM Limited

Infosys Consulting Holding AG L
Infosys Public Services Inc.
.Infosys Consulting Ltda
Infosys Technologies (Australia) Pty. Limited
Infosys Technologies (China) Co. Limited
Infosys Technologies (Shanghai) Co. Limited
Infosys Technologies (Sweden) AB :
Infosys Technologies S. de R. L. de C. V.
Panaya
Noah consulting LLC

CLIENTS :

The company received an order from its first client Data Basics Corporation of New York. In
fiscal year 2021, Infosys' number of clients stood at 1,626, up from 1,411 in fiscal year 2020.
VALUES

CUSTOMER DELIGHT

To surpass customer expectations consistently

LEADERSHIP BY EXAMPLE

To set standards in our business and transactions and be an exemplar for the indu stry
and ourselves

INTEGRITY AND TRANSPARENCY

To be ethical, sincere and open in all our transactions

FAIRNESS

To be objective and transaction oriented, and thereby earn trust and respect

PURSUIT OF EXCELLENCE

To strive relentlessly, constantly improve ourselves, our teams, our services and
products to become the best.

BANKS :

The Infosys Finacle SaaS platform has already seen adoption by three urban cooperative
banks in India—Vidya Sahakari Bank, Urban Cooperative Bank, Bareilly, and Zoroastrian
Cooperative Bank. Reuters Infosys Finacle is part of EdgeVerve Systems, a wholly owned
subsidiary of India's second largest IT firm.
MILE STONES.

2008- Infosys crosses revenues of US$ $ 4.18 billion

2009- Infosys opens its first development center in Brazil and second Latin

American development center in Monterrey, Mexico.

2010- Infosys crosses the US$ 5 billion revenue mark.

2011- Infosys crosses US$ 6 billion revenue mark, employee strength grows to over

1,30,000.

2012- Infosys acquires Lodestone Holding AG, a leading management consultancy based

in Switzerland.

2013 – Infosys was declared as the 15th largest IT service provider.

2014 – sets up new development center in Araraquara, Brazil.

2015 – In February, Infosys announces to invest the US $250 million in new

Indian startups through its Innovate in India initiative.

2016 -Touches revenues of US$10 billion on an LTM basis.

2017 - Pravin Rao appointed as interim chief executive officer and managing director.

2018 - Infosys completed 25 years of listing on Indian stock exchanges.

2019 - Infosys launches the Infosys live enterprise suite.

2020 - Announced ESG vision 2030- with robust and measurable targets across the pillars of
environment, social and governance.

2020 - Attained carbon neutrality as a company, 30 years ahead of the paris accord.

2021– Crossed a milestone of $ 100,000 crore in revenue in FY 21.

AWARDS

In 2021. Infosys was positioned as a leader in the Forrester Wave Application Modernization
& Migration Services.

In 2021, Infosys was positioned as a Leader in Gartner Magic Quadrant for Data and
Analytics Services. In 2020, Infosys was ranked No. 1 in the HFS Top 10 Agile Software
Development 2020 report.

In 2020, Infosys was recognized as a leader in Retail and CPG Digital Services by Avasant In
2019. Infosys was a winner of the United Nations Global Climate Action Award in 'Climate
Neutral Now category.

In 2019, Infosys was ranked as the 3rd Best Regarded Company in the World by Forbes. In
2017, HfS Research included Infosys in Winner's Circle of HfS Blueprint for Managed
Security Services, Industry 4.0 services and Utility Operations .

. In 2013, Infosys was ranked 18th largest IT services provider in the world by HfS Research
In the same year. it was ranked 53rd in Forbes list of World's Most Innovative Companies.

In 2012. Infosys was ranked No. 19 amongst the world's most innovative companies by
Forbes. In the same year. Infosys was in the list of top twenty green companies in
Newsweek's Green Rankings for 2012

In 2006, Institute of Chartered Accountants of India included Infosys into Hall of Fame for
being the winner of Best Presented Accounts for 11 consecutive years.
 MEMORANDUM OF ASSOCIATION

A Memorandum of Association (MOA) is a legal document prepared in the formation and

registration process of a limited liability company to define its relationship with
shareholders. The MOA is accessible to the public and describes the company’s name,
physical address of registered office, names of shareholders and the distribution of shares.
The MOA and the Articles of Association serve as the constitution of the company.

NAME CLAUSE

The name of the Company is INFOSYS LIMITED

REGISTERED OFFICE CLAUSE

The registered office of the Company will be situated in the State of Karnataka.

(A) MAIN OBJECTS OF THE COMPANY TO BE PURSUED BY THE COMPANY ON

ITS INCORPORATION:-

To establish, maintain, conduct, provide, procure or make available services of every kind
including commercial, statistical, financial, accountancy, medical, legal, management,
educational, engineering, data processing, communication and other technological social or
other services.

To carry on the business as importer, exporter, buyers, lessers, and sellers of and
dealers in all types of electronic components and equipment necessary for attaining the above
objects.

(B) OBJECTS INCIDENTAL OR ANCILLARY TO THE ATTAINMENT OF THE MAIN

OBJECTS:

To carry on all kinds of promotion business, and in particular to form, constitute,

float, lend money to assist, and control any companies, associations, or undertakings
whatsoever.
 To act as agents, registrars or brokers and as trustees for any person or company and
to undertake and perform sub-contracts.

To apply for and acquire any statutory or other powers, rights or concessions.

To buy, sell, manufacture, repair, alter and exchange, let on hire, export, and deal in
all kinds of articles and things which may be required for the purposes of any of the said
businesses, or commonly supplied or dealt in by persons engaged in any such businesses, or
which may seem capable of being profitably dealt with in connection with any of the said
businesses.

To construct and develop residential or industrial colonies for the general advancement
of members, employees or others.

To receive money, valuable, and goods and materials of all kinds of depositor for safe
custody.

To distribute any of the property of the Company amongst the members in specie or kind
subject to the provisions of the Companies Act in the event of winding up.

To apply for, tender, purchase, or otherwise acquire any contracts, subcontracts licences
and concessions for or in relation to the objects or business herein mentioned or any of them,
and to undertake, execute, carry out, dispose of or otherwise turn to account the same

To do all or any of them in any part of the world either as principals, agents, contractors,
trustees or otherwise and either by or through agents, trustees, sub-contractors or otherwise,
either alone or in conjunction with others and to allow any property to remain outstanding in
such agents or trustees.

OTHER OBJECTS

To carry on the business of an investment company and to buy, underwrite and to

invest in the acquire and hold shares, stocks, debentures, debenture-stocks, bonds,
obligations and securities issued or guaranteed by any company constituted or carrying on
business in India or elsewhere and debentures, debenture-stocks, bonds, obligations and
securities issued or guaranteed by any Government, State, Dominion, Sovereign, Ruler,
Commissioners, Public body or authority supreme, municipal, local or otherwise or firm
or person whether in India or elsewhere and to deal and turn to account the same.

To carry on business related to the electronic industry, Textiles, Chemicals, Hotels,

Construction & Engineering items.

To carry on business as capitalists, financiers; concession and merchants and to undertake

and carry on and execute all kinds of financial, commercial, trading and other operations.

To lend money and other property, to guarantee the performance of contracts and
obligations of all kinds, to act as agents in the management, sale and purchase of
property, and generally to transact business as capitalists and financiers.

LABILITY CLAUSE

In a company company limited by shares, the ability of member is limited to the unpaid
value of the shares. In a company limited by guarantee the ability of the member is
limited to such amount as members may undertake to contribute to the asset of the
company in the event of being wound up.

CAPTIAL CLAUSE

The Authorized Share Capital of the company is ` 2400,00,00,000 (Rupees two

thousand four hundred crore only) divided into 480,00,00,000 (four hundred eighty crore
only) Equity Shares of ` 5 each (Rupees five only) with power to increase and reduce the
capital of the company and to divide the shares in the capital for the time being into
several classes and attach thereto respectively such preferential, deferred, qualified or
special rights, privileges or conditions as may be determined by or in accordance with the
Articles of Association of the company for the time being and to vary, modify or abrogate
any such rights, privileges or conditions in such manner as may be permitted by the
Companies Act, 2013 or by the Articles of Association of the company for the time
being”.

ASSOCIATION CLAUSE
 We have several persons whose names and addresses are subscribed below are
desirous

of being formed into a Company in pursuance of this Memorandum of Association and we

respectively agree to take the number of shares in the Capital of the Company set opposite

to our respective names.

ARTICLES OF ASSOCIATION
Articles of association form a document that specifies the regulations for a company's
operations and defines the company's purpose. The document lays out how tasks are to be
accomplished within the organization, including the process for appointing directors and the
handling of financial records.

1. CONSTITUTION OF THE COMPANY

(a) The regulations contained in table “F” of Schedule I to the Companies Act, 2013 shall
apply to the Company only in so far as the same are not provided for or are not inconsistent
with these Articles.

(b) The regulations for the management of the Company and for the observance of the
members thereof and their representatives shall be such as are contained in these Articles
subject however to the exercise of the statutory powers of the Company in respect of repeal,
additions, alterations, substitution, modifications and variations thereto by special resolution
as prescribed by the Companies Act, 2013.

2. DEFINITIONS AND INTERPRETATION

A. Definitions

In the interpretation of these Articles the following words and expressions shall have the
following meanings unless repugnant to the subject or context.

Annual General Meeting” shall mean a General Meeting of the holders of Equity Shares held
annually in accordance with the applicable provisions of the Act.

“Articles” shall mean these articles of association as adopted or as from time to time altered
in accordance with the provisions of these Articles and act
“Board Meeting” shall mean any meeting of the Board, as convened from time to time and
any adjournment thereof, in accordance with law and the provisions of these Articles.

Equity Share Capital” shall mean the total issued and paid-up equity share capital of the
Company, calculated on a fully diluted

B.Interpretation

References to a person shall, where the context permits, include such person’s respective
successors, legal heirs and permitted assigns.

References to articles and sub-articles are references to Articles and sub-articles of and to
these Articles unless otherwise stated and references to these Articles include references to
the articles and sub-articles herein.

In the event any of the provisions of the Articles are contrary to the provisions of the Act
and the Rules, the provisions of the Act and Rules will prevail.

EXPRESSIONS IN THE ACT AND THESE ARTICLES

Save as aforesaid, any words or expressions defined in the Act or the Depositories Act or
the SEBI Listing Regulations, shall, as the case may be, if not inconsistent with the subject or
context, bear the same meaning in these Article

PREFERENCE SHARES

a. Redeemable Preference Shares

The Company, subject to the applicable provisions of the Act, shall have the power to issue
on a cumulative or non-cumulative basis, preference shares liable to be redeemed in any
manner permissible under the Act and the Directors may, subject to the applicable provisions
of the Act, exercise such power in any manner as they deem fit and provide for redemption of
such shares on such terms including the right to redeem at a premium or otherwise as they
deem fit.

b. Convertible Redeemable Preference Shares

The Company, subject to the applicable provisions of the Act and the consent of the Board,
shall have power to issue on a cumulative or non-cumulative basis convertible preference
shares liable to be converted in any manner permissible under the Act and the Directors may,
subject to the applicable provisions of the Act, exercise such power as they deem fit and

provide for conversion at a premium or otherwise and/or conversion of such shares into such
Securities on such terms as they may deem fit.

CALLS

The call shall be deemed to have been made at the time when the resolution of the Board
authorising such call was passed and may be made payable by the Shareholders whose names
appear on the Register of Members on such date as shall be fixed by the Board.

14 days’ notice in writing at the least of every call (otherwise than on allotment) shall be
given by the Company specifying the time and place of payment, provided that before the
time for payment of such call, the Board may revoke or postpone the same

The call shall be deemed to have been made at the time when the resolution of the Board
authorising such call was passed and may be made payable by the Shareholders whose names
appear on the Register of Members on such date as shall be fixed by the Board..

TRANSFER AND TRANSMISSION OF SHARES

The Company shall record in the Register of Members fairly and distinctly particulars of
every transfer or transmission of any share, Debenture or other Security held in a material
form.

In case of the death of any one or more Shareholders named in the Register of Members as
the joint-holders of any shares, the survivors shall be the only Shareholder(s) recognized by
the Company as having any title to or interest in such shares, but nothing therein contained
shall be taken to release the estate of a deceased joint-holder from any liability on shares held
by him jointly with any other Person.

FORFEITURE OF SHARES

If any Shareholder fails to pay any call or instalment of a call or any part thereof or any
money due in respect of any shares either by way of principal or interest on or before the day
appointed for the payment of the same or any such extension thereof as aforesaid, the Board
may, at any time thereafter, during such time as the call or instalment or any part thereof or
other money remain unpaid or a judgment or decree in respect thereof remain unsatisfied,
give notice to such Shareholder or his legal representatives requiring him to pay the same
together with any interest that may have accrued and all expenses that may have been
incurred by the Company by reason of such non-payment.

Any share so forfeited shall be deemed to be the property of the Company and may be
sold; re-allotted, or otherwise disposed of either to the original holder thereof or to any other
Person upon such terms and in such manner as the Board shall think fit.

ALTERATION OF SHARE CAPITAL

Subject to these Articles and Section 61 of the Act, the Company may, by an Ordinary
Resolution in General Meeting from time to time, alter the conditions of its Memorandum as
follows, that is to say, it may:

a. increase its Share Capital by such amount as it thinks expedient;

b. consolidate and divide all or any of its Share Capital into shares of larger amount than its
existing shares :

REDUCTION OF SHARE CAPITAL

The Company may, subject to the applicable provisions of the Act, from time to time by
a Special Resolution, reduce its Capital, any capital redemption reserve account and the
securities premium account in any manner for the time being authorized by Law. This Article
is not to derogate any power the Company would have under Law, if it were omitted.

UNDERWRITING AND BROKERAGE

a. Subject to the applicable provisions of the Act, the Company may at any time pay a
commission to any person in connection with the subscription or procurement of subscription
to its securities, whether absolute or conditional, for any shares or Debentures in the
Company in accordance with the provisions of the Companies (Prospectus and Allotment of
Securities) Rules, 2014.

b. The Company may also, on any issue of shares or Debentures, pay such reasonable
brokerage as may be lawful.
THE SECRETARY

Subject to the provisions of Section 203 of the Act, the Board may, from time to time,
appoint any individual as Secretary of the Company to perform such functions, which by the
Act or these Articles for the time being of the Company are to be performed by the Secretary
and to execute any other duties which may from time to time be assigned to him by the
Board.

The Board may also at any time appoint some individual (who need not be the Secretary), to
maintain the Registers required to be kept by the Company.