Infosys Limited: Outcome of Board Meeting held on July 14, 2017

BENGALURU, July 14,2017 /PRNewswire/ --

This has reference to our letter dated July 6, 2017, regarding the captioned subject. The Board, at their meeting held on July 13-14, 2017, transacted the following items of business. The results will be made available on the Company's website:  https://author1.infosys.com/investors/reports-filings/quarterly-results/2017-2018/q1/Pages/index.aspx

Financial Results

1. Took on record the audited consolidated financial results of the Company and its subsidiaries as per Indian Accounting Standards (IndAS) for the quarter ended June 30, 2017
2. Took on record the audited standalone financial results of the Company as per IndAS for the quarter ended June 30, 2017 and;
3. Took on record the audited consolidated condensed financial statements of the Company and its subsidiaries as per IFRS in INR for the quarter ended June 30, 2017.

Others

4. Based on the recommendations of the Audit Committee and Nomination and Remuneration Committee, the Board designated Inderpreet Sawhney, Group General Counsel as an executive officer for the purpose of reporting under the rules of Securities and Exchange Commission and Key Managerial Personnel as defined under IndAS 24- Related Party Disclosures effective, July 14, 2017. Inderpreet Sawhney joined the Company as Group General Counsel on July 3, 2017.

5. The Nomination and Remuneration Committee at its meeting held on July 13, 2017, approved the following grants to Inderpreet Sawhney -

1. 19,450 RSUs which will vest equally over a period of 4 years;
2. 38,700 RSUs which will vest over a period of 2 years in the ratio of 60:40; and
3. 44,450 stock options which vest equally over a period of 4 years.

The above stock incentive units are granted with effect from August 1, 2017 under the 2015 Stock Incentive Compensation Plan. The exercise price of the RSU's will be equal to the par value of the shares and the exercise price of the stock options would be the market price as on the date of grant, as approved by the shareholders.

6. Based on recommendations of the Nomination and Remuneration Committee, the Board approved and revised the compensation structure of M.D. Ranganath, Chief Financial Officer.

7.The Board authorized the Company to execute a Business Transfer Agreement and    related documents with Noah Consulting LLC, a wholly owned subsidiary, to transfer the business of Noah Consulting LLC to Infosys Limited, subject to securing the requisite regulatory approvals for a consideration based on an independent valuation. The transfer of assets and liabilities between entities under common control will be accounted for at carrying values and will not have any impact on the consolidated financial statements.

8.   The Board approved and adopted the Charter for 'Committee of Directors' as follows:

The Committee of Directors will function as a bridge between the Board of Directors and the Management with a view to

• strengthen alignment on strategic direction for the business
• review periodically the execution of approved strategies
• support management with inputs in navigating the transformational journey.

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