Bangalore, India - June 14, 2003
Infosys announced the appointment of Mr. Deepak Satwalekar, independent member on the board as the lead independent director. This appointment is in line with the company's commitment to good corporate governance practices.
The 22nd Annual General Meeting (AGM) of Infosys Technologies Limited was held today in Bangalore. Prof. Marti Subrahmanyam, independent member of the Board at Infosys, chaired the AGM. Infosys used a non-mandatory postal ballot as an informal option to assess the general view of the absentee shareholders on the resolutions set out in the notice. The non -mandatory postal ballot did not have the force of a legally binding vote and was not construed as a vote at the AGM. The chairman of the AGM read out the votes of the postal ballot before the passing of every resolution.
At the AGM, the members of the company approved the reappointment of Mr. Srinath Batni as Whole- time Director and Dr. Omkar Goswami, Sen. Larry Pressler and Ms. Rama Bijapurkar as directors of the Company. Mr. Sridar Iyengar was appointed as a director of the Company.
The members also approved the deletion of Article 107 of the Articles of Association, which provided that as long as Mr. N. R. Narayana Murthy and / or his relatives held not less than 5% of the issued equity share capital of the company, Mr. Narayana Murthy shall be the Managing Director of the company and shall not be liable to retire by rotation. The Article was not effected upon, ever since the company issued shares to the public. Mr. Narayana Murthy has offered to retire by rotation in line with the other members of the board. In this context, this Article had become redundant.
Infosys, a world leader in consulting and information technology services, partners with Global 2000 companies to provide business consulting, systems integration, application development and product engineering services. Through these services, Infosys enables its clients to fully exploit technology for business transformation. Clients leverage Infosys' Global Delivery Model to achieve higher quality, rapid time-to-market and cost-effective solutions. Infosys has over 15,000 employees in over 30 offices worldwide. For more information, visit www.infosys.com .
Certain statements in this release concerning Infosys' future growth prospects are forward-looking statements which involve a number of risks and uncertainties that could cause actual results to differ materially from those in such forward -looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding fluctuations in earnings, our ability to manage growth, intense competition in IT services including those factors which may affect our cost advantage, wage increases in India, our ability to attract and retain highly skilled professionals, time and cost overruns on fixed-price, fixed-time frame contracts, client concentration, restrictions on immigration, our ability to manage our international operations, reduced demand for technology in our key focus areas, disruptions in telecommunication networks, our ability to successfully complete and integrate potential acquisitions, liability for damages on our service contracts, the success of the companies in which Infosys has made strategic investments, withdrawal of governmental fiscal incentives, political instability, legal restrictions on raising capital or acquiring companies outside India, and unauthorized use of our intellectual property and general economic conditions affecting our industry. Additional risks that could affect our future operating results are more fully described in our United States Securities and Exchange Commission filings including our Annual Report on Form 20- F for the fiscal year ended March 31, 2003 and the Quarterly Reports on Form 6- K for the fiscal quarters ended June 30, 2002, September 30, 2002. December 31st 2002 and March 31st, 2003. These filings are available at www.sec.gov. Infosys may, from time to time, make additional written and oral forward looking statements, including statements contained in the company's filings with the Securities and Exchange Commission and our reports to shareholders. The company does not undertake to update any forward-looking statement that may be made from time to time by or on behalf of the company.
For further information, please contact: PR_Global@infosys.com