Auditors Report

The Members of Infosys BPO (Poland) Sp.Z.o.o

We have audited the attached Balance Sheet of Infosys BPO (Poland) Sp.Z.o.o (‘the Company’) as at March 31 2010, the Profit and Loss account (‘Financial Statements’) of the Company for the year ended on that date. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

Further, we report that:

We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;
in our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;
the Balance Sheet and the Profit and Loss account dealt with by this report are in agreement with the books of account;
in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Act, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:
1. in the case of the Balance Sheet, of the state of affairs of the Company as at 31 March 2010; and
2. in the case of the Profit and Loss account, of the profit of the Company for the year ended on that date

For Shenoy & Kamath
Chartered Accountants

M Rathnakar Kamath
Membership No. 202841
Reg. No. 006673S

Bangalore
April 8, 2010

Financial statements of Infosys BPO (Poland) Sp.Z.o.o

in Rs.

Balance Sheet as at	Schedule	March 31, 2010	March 31, 2009
SOURCES OF FUNDS
SHAREHOLDERS’ FUNDS
Share capital	1	3,93,50,000	3,93,50,000
Reserves and surplus	2	63,35,45,467	42,86,86,872
		67,28,95,467	46,80,36,872
Unsecured loans		–	9,31,99,935
		67,28,95,467	56,12,36,807
APPLICATION OF FUNDS
FIXED ASSETS	3
Original cost		47,69,00,310	43,13,77,192
Less: Accumulated depreciation		8,03,67,714	5,24,06,309
Net book value		39,65,32,596	37,89,70,883
Add: Capital work-in-progress		–	1,77,25,622
		39,65,32,596	39,66,96,505
CURRENT ASSETS, LOANS AND ADVANCES
Sundry debtors	4	25,49,29,932	25,48,03,382
Cash and bank balances	5	10,97,13,106	35,29,295
Loans and advances	6	7,37,29,223	3,78,97,274
		43,83,72,261	29,62,29,951
LESS: CURRENT LIABILITIES AND PROVISIONS
Current liabilities	7	11,79,05,662	9,87,69,461
Provisions	8	4,41,03,728	3,29,20,188
		16,20,09,390	13,16,89,649
NET CURRENT ASSETS		27,63,62,871	16,45,40,302
		67,28,95,467	56,12,36,807
SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS	14

Note: The schedules referred to above are an integral part of the Balance Sheet.

For Shenoy & Kamath
Chartered Accountants

M Rathnakar Kamath Membership No. 202841	B.G.Srinivas Director	Abraham Mathews Director	Ritesh M Idnani Director

Bangalore April 8, 2010

in Rs.

Profit and Loss account for the	Schedule	Year Ended March 31,
		2010	2009
Income from software services and business process management		1,38,15,43,804	1,26,14,49,031
Software development and business process management expenses	9	88,47,57,275	97,27,85,019
GROSS PROFIT		49,67,86,529	28,86,64,012
Selling and marketing expenses	10	–	2,34,341
General and administration expenses	11	21,74,18,619	21,60,52,151
		21,74,18,619	21,62,86,492
OPERATING PROFIT before interest and depreciation		27,93,67,910	7,23,77,520
Interest		15,23,299	22,49,954
Depreciation		2,61,85,148	2,09,96,486
OPERATING PROFIT before tax		25,16,59,463	4,91,31,080
Other income, net	12	(65,43,660)	(56,38,563)
Provision for investments		–	–
NET PROFIT before tax		24,51,15,803	4,34,92,517
Provision for taxation	13	4,77,32,658	1,58,95,200
NET PROFIT after tax		19,73,83,145	2,75,97,317
EARNINGS PER SHARE (EPS)
Equity shares of par value PLN 500 each
Before exceptional item
Basic		39,477	5,519
Number of shares used in computing EPS		5,000	5,000
SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS	14

Note: The schedules referred to above are an integral part of the Profit and Loss Account.

For Shenoy & Kamath
Chartered Accountants

M Rathnakar Kamath Membership No. 202841	B.G.Srinivas Director	Abraham Mathews Director	Ritesh M Idnani Director

Bangalore April 8, 2010