Infosys was incorporated in Pune, in 1981, as Infosys Consultants Private Limited, a private limited company under the Indian Companies Act, 1956. We changed our name to Infosys Technologies Private Limited in April 1992 and to Infosys Technologies Limited in June 1992, when we became a public limited company. We made an initial public offering in February 1993 and were listed on stock exchanges in India in June 1993. Trading opened at Rs. 145 per share, compared to the IPO price of Rs. 95 per share. In October 1994, we made a private placement of 5,50,000 shares at Rs. 450 each to Foreign Institutional Investors (FIIs), Financial Institutions (FIs) and body corporate.
In March 1999, we issued 20,70,000 American Depositary Shares (ADSs) (equivalent to 10,35,000 equity shares of par value of Rs. 10/- each) at US $34 per ADS under the ADS Program and the same were listed on the NASDAQ National Market. All the above data is unadjusted for issue of stock split and bonus shares. In July 2003, June 2005 and November 2006, we successfully completed secondary ADR issues of US $294 million, US $1.1 billion and US $1.6 billion respectively.
The address of our registered office is Electronics City, Hosur Road, Bangalore 560 100, Karnataka, India.
The dividend policy is to distribute not more than 30% of the Profit After Tax (PAT) as dividend. This is based on standalone Indian GAAP numbers.
Section 205 of the Companies Act, 1956, mandates that companies transfer dividend that has been unclaimed for a period of seven years from the unpaid dividend account to the Investor Education and Protection Fund (IEPF). In accordance with the following schedule, the dividend for the years mentioned as follows, if unclaimed within a period of seven years, will be transferred to IEPF.
|Type of dividend||Dividend per share (Rs.)||Date of declaration||Due date for transfer||Amount (Rs.) (1)|
|2003||Final||14.50||Jun 14, 03||Jul 13, 10||8,45,930|
|2004||Interim||14.50||Oct 10, 03||Nov 9, 10||8,02,401|
|Final(2)||115.00||Jun 12, 04||Jul 11, 11||30,36,345|
|2005||Interim||5.00||Oct 12, 04||Nov 11, 11||6,17,495|
|Final||6.50||Jun 11, 05||Jul 10, 12||6,55,493|
|2006||Interim||6.50||Oct 11, 05||Nov 10, 12||5,49,614|
|Final(3)||38.50||Jun 10, 06||Jul 9, 13||21,20,965|
|2007||Interim||5.00||Oct 11, 06||Nov 10, 13||8,60,245|
|Final||6.50||Jun 22, 07||Jul 21, 14||10,84,359|
|2008||Interim||6.00||Oct 11, 07||Nov 10, 14||13,92,288|
|Final(4)||27.25||Jun 14, 08||Jul 13, 15||36,37,388|
|2009||Interim||10.00||Oct 11, 08||Nov 10, 15||25,07,530|
|Final||13.50||June 20, 09||Jul 25, 16||24,69,076|
|2010||Interim||10.00||Oct 09, 10||Nov 14, 16||22,78,660|
The Company is sending periodic communication to the concerned shareholders, advising them to lodge their claims with respect to unclaimed dividend. Shareholders are cautioned that once unclaimed dividend is transferred to IEPF, no claim shall lie in respect thereof with the Company.
|Earnings release||Quiet period|
|Jun 30, 2010||Jul 13, 2010||Jun 16 to Jul 15, 2010|
|Sep 30, 2010||Oct 15, 2010||Sep 16 to Oct 17, 2010|
|Dec 31, 2010||Jan 13, 2011||Dec 16, 2010 to Jan 15, 2011|
|Mar 31, 2011||Apr 15, 2011||Mar 16 to Apr 17, 2011|
|Date and time||June 12, 2010, Saturday, 3 p.m. IST|
|Venue||The Christ University Auditorium, Hosur Road, Bangalore 560 029|
|Book closure dates||May 29, 2010 to June 12, 2010 (both days inclusive)|
|Dividend payment date||On or after June 12, 2010 (within the statutory time limit of 30 days), subject to shareholders' approval|
At Infosys, maintaining the highest standards of corporate governance is not a matter of mere form, but of substance. In continuation of our efforts in that direction, we have provided a synopsis of some of your rights and responsibilities as a shareholder on our website,
www.infosys.com. We encourage you to visit our website and read the document. We hope that the document will give you appropriate guidance, though in brief, on any questions regarding your rights as a shareholder.
Infosys shares are tradable compulsorily in electronic form and, through Karvy Computershare Private Limited, Registrars and Share Transfer Agents, we have established connectivity with both the depositories, that is, National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). The International Securities Identification Number (ISIN) allotted to our shares under the Depository System is INE009A01021.
As at March 31, 2010, 99.70% of our shares were held in dematerialized form and the rest in physical form.
We were the first company in India to pay a one-time custodial fee of Rs. 44.43 lakh to NSDL. Consequently, our shareholders do not have to pay depository participants, the custodial fee charged by NSDL on their holding.
Shares held in demat and physical mode as at March 31, 2010 are as follows :
|% to total equity|
To enable us to serve our investors better, we request shareholders whose shares are in physical mode to dematerialize shares and to update their bank accounts with the respective depository participants.
A qualified practicing Company Secretary has carried out secretarial audit every quarter to reconcile the total admitted capital with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) and the total issued and listed capital. The audit confirms that the total issued / paid up capital is in agreement with the aggregate total number of shares in physical form and the total number of dematerialized shares held with NSDL and CDSL.
|Nature of complaints||
Dividend / Bonus related
We attended to most of the investors' grievances / correspondences within a period of 10 days from the date of receipt of such grievances. The exceptions have been for cases constrained by disputes or legal impediments.
In terms of Clause 47(f) of the Listing Agreement, the designated e-mail address for investor complaints is firstname.lastname@example.org
There are certain pending cases related to disputes over title to shares in which we had been made a party. However, these cases are not material in nature.
The details of shareholders (non-founders) holding more than 1% of the equity as at March 31, 2010 are as follows :
Name of the shareholder
|No. of Shares||%|
|Life Insurance Corporation of India (1)||2,11,95,114||3.69|
|Abu Dhabi Investment Authority (2)||97,27,685 (2)||1.70|
|Franklin Templeton Investment Funds (2)||88,36,664||1.54|
|Oppenheimer Developing Market Fund (2)||81,27,421||1.42|
|Government of Singapore (2)||63,75,416||1.11|
|Bajaj Alliance Life Insurance Company Limited (3)||61,08,405||1.06|
|ICICI Prudential Life Insurance Company (3)||57,88,206||1.01|
Range of equity shares held
|No. of shareholders||%||No. of shares||%|
|10,001 and above||2,195||0.58||42,25,95,019||73.65|
|Equity shares underlining ADS||1||–||10,68,75,947||18.63|
Shares sent for physical transfer are effected after giving a 15-day notice to the seller for confirmation of the sale. Our share transfer committee meets as often as required. The total number of shares transferred in physical form during the year was 60 as against 1,671 for the previous year.
|Bloomberg||NINFO IN||INFO IN||–|
The listing fees for fiscal 2011 have been paid for all the above stock exchanges.
Our market capitalization is included in the computation of the BSE-30 Sensitive Index (Sensex), the BSE Dollex, S&P CNX NIFTY Index and NASDAQ-100 Index. The monthly high and low quotations, as well as the volume of shares traded at the BSE, the NSE and NASDAQ for the current year are provided in the following page.