ZENSARTECHNSE30 April 2019

Zensar Technologies Limited has informed the Exchange regarding Investor Presentation

Zensar Technologies Limited

Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi,

Date: April 30, 2019

BSE Limited Corporate Service Department, 01st Floor, P. J. Towers, Dalal Street, Mumbai 400 001

The National Stock Exchange of India Ltd. Exchange Plaza, 03rd floor, Plot No. C/1, ‘G’ block, Bandra Kurla Complex, Bandra (E), Mumbai 400 051

Fax: (022) 2272 2039/2272 3121

Fax: (022) 26598237/26598238

Scrip ID: ZENSARTECH Scrip Code: 504067

Symbol: ZENSARTECH Series: EQ

Subject: Outcome of the Board Meeting held on April 30, 2019

This is to inform you that the Board of Directors of the Company at its meeting held today, which commenced at 11:30 AM and concluded at 5.00 PM, inter-alia, unanimously approved/taken on record the following:

Final Dividend

1. Recommendation of final dividend at INR 1.80 per equity share of INR 2.00 each (90%), for FY 2018-19, subject to approval of the same by members at the ensuing Annual General Meeting.

2. The dividend if approved, shall be paid on / after August 18, 2019.

Financial Results:

1. Standalone and Consolidated financial results of the Company for the quarter ended March 31,

2019, subjected to Limited Review.

2. Audited Standalone and Consolidated financial results of the Company for the financial year ended

March 31, 2019.

Copy of the same is enclosed herewith as Annexure along with Auditor’s Reports thereon as applicable.

The report of the Auditors is with unmodified opinion with respect to the Audited Financial Results (Standalone and Consolidated) of the Company for the year ended March 31, 2019.

Press Release & Analyst Presentation

Press release and analyst presentation on financial results of the Company for the financial year ended March 31, 2019.

Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi,

Change in the Board of Directors

1. Change in designation and consequent appointment of Mr. Arvind Nath Agrawal (DIN: 00193566).

Change in designation of Mr. Arvind Nath Agrawal (DIN: 00193566) to Non-Executive Independent Director, not liable to retire by rotation.

Accordingly, Mr. Agrawal ceases to be to be a Non-Executive Non-Independent Director of the Company, from close of business hours on April 30, 2019.

The Board has approved his appointment as an additional director designated as Non-Executive Independent Director of the Company, not liable to retire by rotation, for a period of 5 (five) consecutive years commencing from May 1, 2019 to April 30, 2024, subject to approval of members of the Company at the ensuing AGM.

2. Re-appointment of Mr. A.T. Vaswani (DIN-00057953) as Non-Executive Independent Director.

Re-appointment of Mr. A.T. Vaswani (DIN-00057953) as Non-Executive Independent Director of the Company for the second term of 5 (five) consecutive years, commencing from April 1, 2020 till March 31, 2025, not liable to retire by rotation, subject to approval of members of the Company, at the ensuing AGM.

3. Re-appointment of Mr. Venkatesh Kasturirangan (DIN- 00804869) as Non-Executive Independent

Director of the Company.

Re-appointment of Mr. Venkatesh Kasturirangan (DIN- 00804869) as Non-Executive Independent Director of the Company, for the second term of 5 (five) consecutive years, commencing from April 1, 2020 till March 31, 2025, not liable to retire by rotation, subject to approval of members of the Company, at the ensuing AGM.

4. Resignation of Ms. Tanuja Randery, Non-Executive Independent Director (DIN -08014909) effective May 31, 2019 due to time constraints arising out of her professional commitments

Ms. Tanuja Randery conveyed to the Board that considering professional commitments, she is unable to devote sufficient time, required of an Independent Director of the Company and therefore willingly tendered her resignation effective May 31, 2019 with a request to the Board, to discharge her accordingly.

She has further confirmed that there is no other material reason, for her resignation. The Board has accepted and taken on record the said resignation, effective May 31, 2019.

Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

Date of the 56th Annual General Meeting the Company as Monday, August 5, 2019 and notice thereof containing inter-alia the following:

1. Company’s Register of Members and Share Transfer Book shall remain closed for the purpose of AGM as well as for determining eligibility of the Members, entitled to receive dividend, from July 29, 2019 to August 5, 2019. (both days inclusive).

2. Recommendation of re-appointment of Mr. Shashank Singh (DIN- 02826978), Director of the

Company, who retires by rotation, and being eligible, offers himself for reappointment.

3. Appointment of Mr. Anant Vardhan Goenka (DIN: 02089850) as a Non-Executive Non-Independent

Director, liable to retire by rotation.

4. Approval for payment of Commission to Non-Executive Director(s), subject to members’ approval, as

applicable.

Reconstitution of Audit Committee

The Audit Committee is reconstituted as under, effective May 1, 2019:

Sr No.

Name of the Director

Designation

Mr. Ajit Tekchand Vaswani, Independent Director

Chairperson

Mr. Sudip Nandy, Independent Director

Member

Mr. Shashank Singh Non-Executive Non- Independent Director Member

Mr. Ketan Dalal, Independent Director

Mr. Arvind Agrawal, Independent Director

Member

This is for your information and dissemination purpose.

Encl. As above

Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi,

ADDITIONAL INFORMATION ON DIRECTORS GETTING APPOINTED/ REAPPOINTED

Sr. No

Particulars

Mr. Arvind Agrawal (DIN 00193566)

Mr. A T Vaswani (DIN-00057953)

for change viz. Reason appointment, resignation, removal, death or otherwise;

Change in designation and consequent appointment as additional Director designated as Non-Executive Independent Director of the Company, not liable to retire by rotation.

Re-appointment as Non- Executive Independent Director.

Venkatesh

Mr. Kasturirangan (DIN- 00804869) Re-appointment as Non- Executive Independent Director of the Company.

Date of appointment

May 1, 2019

April 1, 2020

Shashank

Mr. Singh (DIN- 02826978) Re-appointment as the Director Company, who retires by rotation, and being eligible, for offers himself reappointment at the ensuing AGM NA

Term of appointment

May 1, 2019 to Apr 30, 2024 Apr 1, 2020 to Mar 31, 2025 Apr 1, 2020 to Mar 31, 2025 NA

Disclosure of relationships between directors (in case of appointment of a director)

None

Mr. Anant Vardhan Goenka (DIN: 02089850) Appointment as Non- Executive Non- Independent Director, retire by liable rotation.

Mr. Anant Vardhan Goenka is a son of Mr. Vardhan Harsh Chairman Goenka, and Non-Executive, Non-Independent Director Company.

the

Affirmation

Brief profile (In case of appointment)

Based on the information available with us none of these Directors are debarred from holding the office of a director by virtue of any SEBI order or any other such authority. Given separately hereunder and also available on the website of the Company.

Off Nagar Road, Pune 411014, India. Tel: +91 (20) 6607 4000, 27004000 Fax: +91 (20) 6605 7888, CIN: L72200PN1963PLC012621

Registered Office : Zensar Technologies Limited Zensar Knoewledge Park, Plot No. 4, MIDC Kharadi,

BRIEF PROFILES

Mr. Arvind Agrawal Arvind Agarwal is an IIM (Ahmedabad) Alumnus. He has Vast experience of 33 years in HR, TQM, Corporate Strategy and General Management. He was awarded “National HRD Award ” in 1992. He has been the “President” of the National HRD network during 2000-02. Worked with reputed organisations such as IBP, Escorts, Modi Xerox.

Mr. Venkatesh Kasturirangan Venkatesh Kasturirangan is a B. Tech (Hons.) in Chemical Engineering from IIT Mumbai and MBA from IIM Ahmedabad, India. He is also the recipient of Distinguished Alumni Award from IIT, Mumbai. He had been associated with Unilever for almost 30 years holding senior management positions in various countries including EVP & COO, Unilever HPC, USA and Chairman, Unilever Philippines. He was President, North America of Diversey Lever a Unilever company and later on its merger with S. C. Johnson Wax, as President, North America of JohnsonDiversey, a position he held till June, 2003.

In recent years, he has been actively involved in various consulting assignments in the USA, Asia Pacific, Africa/Middle East and India.

Mr. A. T. Vaswani Mr. Vaswani is a Chartered Accountant and a Chartered Secretary and has over 55 years of experience in business and industry. He has extensive expertise in various fields. Since 1981, Mr. Vaswani has served on the Board of Directors of leading multi-national companies, both in an executive and in a non-executive capacity, including as Deputy CEO of Metal Box of India Ltd., a leading Packaging company, and as Director and Senior Vice President of Glaxo India Ltd., India’s largest and most respected Pharmaceuticals Company. Mr. Shashank Singh Shashank Singh is a Partner and Head of the India office of Apax Partners, the global Private Equity fund. Shashank joined Apax in London in 2004, before moving to India in 2007 to start Apax’s office there. His deals at Apax include Fractal Analytics, Healthium Medtech, Mannapuram Finance, Zensar Technologies, Shriram City Union Finance, Cholamandalam Finance, GlobalLogic, iGATE, Apollo Hospitals, TIM Hellas, Weather Investments, TDC, Bezeq and Synetrix. Prior to joining Apax Partners, Shashank spent four years as a strategy consultant with Monitor Company in their London office. Shashank serves on the boards of Fractal Analytics, Healthium Medtech, Zensar Technologies and SCUF, and previously served on the boards of GlobalLogic, iGATE Corporation Inc. (Nasdaq: IGTE) and Apollo Hospitals (NSE: APOLLOHOSP), and as Independent Non-Executive Director of Greatship India Ltd. In addition, he serves as the Chairman of Dasra (leading not-for-profit in India), Trustee of the Apax Foundation, member of the South Asia Advisory Board of Harvard Business School and the Vice-Chancellor’s Circle of Advisers for India for the University of Cambridge. Shashank has an MBA from Harvard Business School, a master’s in economics from Cambridge University and a BA (Honours) in economics from St. Stephen’s College (Delhi University).

Mr. Anant Vardhan Goenka Anant Goenka, 37, is the Managing Director of CEAT and a Member of the Management Board at RPG Enterprises. He is also the Chairman of Automotive Tyre Manufacturers’ Association (ATMA). Anant has over 15 years of experience during which he has worked in CEAT, KEC International and Hindustan Unilever. He started his career with Hindustan Unilever in 2003 after which he joined CEAT as Regional Manager - Sales. He went on to lead the Off Highway Tyres Business in 2005. He then joined KEC International Limited (KEC) as Vice President (Corporate) in 2007 and was in charge of the Telecom business, Business development in North America and Integrated Planning and Monitoring of Transmission and Distribution Business. In recognition of his contribution in the said business vertical, KEC elevated him to the position of Executive Director – Supply Chain responsible for manufacturing, procurement, planning, logistics and quality functions. In 2010 he moved back to CEAT as Deputy Managing Director and then as Managing Director in April, 2012. Anant has been recognised by Forbes as the “Next Generation Business Leader of the Year” in 2017 and as “India’s 40 under 40 Business Leaders” by Economic Times-Spencer Stuart. He also led CEAT to win the Deming Prize in 2017, one of the most prestigious global quality awards in the world. Anant is an MBA from the Kellogg School of Management and a BS (Economics) from the Wharton School, University of Pennsylvania.

Deloitte Haskins & Sells LLP

Chartered Accountants 706, 'B' Wing, 7"' Floor ICC Trade Tower Senapati Bapat Road Pune-411 016 Maharashtra, India

Tel: +91 20 6624 4600 Fax: +91 20 6624 4605

INDEPENDENT AUDITORS' REPORT TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

1. We have audited the accompanying Statement of Consolidated Financial Results of ZENSAR TECHNOLOGIES LIMITED ("the Parent") and its subsidiaries (the Parent and its subsidiaries together referred to as "the Group") for the year ended 31 s t March, 2019 ("the Statement") being submitted by the Parent pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016.

2. This Statement, which is the responsibility of the Parent's Management and approved by the Board of Directors, has been compiled from the related consolidated financial statements which has been prepared in accordance with the Indian Accounting Standards prescribed under Section -133 of the Companies Act, 2013, read with relevant rules issued thereunder ("Ind AS") and other accounting principles generally accepted in India. Our responsibility is to express an opinion on the Statement based on our audit of such consolidated financial statements.

3. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Statement is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Statement. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the Statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Parent's preparation and fair presentation of the Statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Parent's internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the Statement.

We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion.

In our opinion and to the best of our information and according to the explanations given to us, the Statement:

includes the results of entities listed in Note 7 of the Statement;

is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016; and

c. gives a true and fair view in conformity with the aforesaid Indian Accounting Standards and other accounting principles generally accepted in India of the net profit, total comprehensive income and other financial information of the Group for the year ended 31'1 March, 2019.

: India bulls Finance Centre, Tower 3, 27"' - 32 "" Floor, Senapati Ba pat Marg, Elphinstone Road (West), Mumbai - 400 013, J,laharashtra, India.

(LLP Identification No. MB-8737)

Deloitte Haskins & Sells LLP

5. The consolidated financial results includes the financial statements/ financial information of 1 subsidiary, whose financial statements/ financial information reflect total assets of Rs. 4,146 lakhs as at 31 st March, 2019, revenue of Rs. 12,189 lakhs, net profit after tax of Rs. 1,559 lakhs and total comprehensive income of Rs. 1,502 lakhs for the year ended 3 p t March 2019, as considered in the consolidated financial results. These financial statements / financial information have been audited by other auditor whose report have been furnished to us by the Management and our opinion on the consolidated financial results, in so far as it relates to the amounts and disclosures included in respect of this subsidiary, is based solely on the report of the other auditor.

Our opinion on the Statement is not modified in respect of the above matters with respect to our reliance on the work done and the report of other auditor.

6. The Statement includes the results for the Quarter ended 31 st March, 2019 being the balancing figure between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year which were subject to limited review by us.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

Place: Pune

Date: April 30, 2019

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 4 1 1 0 1 4 , India S t a t e m e n t o f Consolidated Audited Results for t h e Year e n d e d 3 1 s t March, 2 0 1 9 .

Particulars

Revenue from operations

1 2 Other Income (net) Total Income

4 Expenses

a. Purchase of traded goods b. Changes in inventories c. Employee benefits expense d. Subcontracting costs e. Finance costs f. Depreciation and amortisation expense g. Other expenses Total expenses Profit before tax (3-4)

5 6 Tax expense a. Current tax b. Deferred tax

7 Net Profit for t h e period (5·6) 8 Net Profit/(Loss) attributable to:

- Owners - Non-controlling interests

9 Other comprehensive income, net o f income tax A. Items that Will not be redassllled to profit or loss B. Items that will be redassined to pront or loss Total other comprehensive income, net of income tax

10 Total comprehensive income for t h e period (7+9) 11 Total comprehensive income attributable to:

-Owners - Non-controlling interests

12 Paid-up equity share capital (Face value Rs. 2 each) (refer note 13 below)

13 Other equity excluding Revaluation Reserves a s per balance

sheet

14 Earnings Per Share (EPS)

(Face

value Rs. 2 each)

(not

annualised) (refer note 1 3 below): a) Basic b) Diluted

31-Mar-2019

Refer note 15 Unaudited

O u u t u ended 31-Dec-2018

31-Mar-2018

31-Mar-2019

31-Mar-2018

YHrEnded

Unaudited

Refer note 15

Unaudited

Audited

'Rs. In Lakhsl

105,741 2,500 108,241

3,330 2,340 56,909 16,167 1,102 2,512 14,012 96,372 11,869

3,737 (187) 8,319

8,274 45

(88) 640 5 5 2 8,871

8,839 32 4,504

103,555 251 103,806

4,343 1,577 56,611 17,476 1,089 2,371 12,508 95,975

7,831

2,536 (356) 5,651

5,528 123

(353) (318) (671) 4,980

4,891 89 4,502

81,473 2,672 84,145

2,240 1,476 43,748 12,227 505 1,388 12,160 73,744 10,401

3,754 (758) 7,405

7,265 139

132 1,618 1,750 9,155

8,888 267 4,499

396,633 9,268 405,901

11,538 7,278 215,258 63,302 3,729 8,944 51,314 361,363 44,538

14,045 (1,372)

31,865

31,359 506

(44) 403 359 32,224

31,893 331 4,504

310,774 7,439 318,213

13,376 5,433 170,535 40,040 2,267 6,508 44,897 283,056 35,157

11,142 (634) 24,649

24,153 496

685 1,194 1,879 26,528

25,904 624 4,499

189,732

162,391

3.68 3.62

2.46 2.41

3.23 3.20

13.93 13.70

10.75 10.64

Consolidated S e g m e n t w i s e Revenue & Results for t h e Year e n d e d 3 1 s t March 2 0 1 9

Particulars

Segment Revenue Application Management Services Infrastructure Management Services Revenue from Operations

Segment Results Profit/ (Loss) before tax and finance cost Application Management Services Infrastructure Management Services

Total """ment Results

Less: Finance costs Less: Unallocable expenditure net of unallocable income

1otaI Pront �•ore 1ax

31-Mar-2019

o,arter ended 31·0�2018

Unaudited

31-Mar-2018 Unaudrt•d

31-Ma,-.2019

31-Mar-2018

Audited

fRs. In Llkhsl

Year Ended

89,524 16,217 105 741

86,091 17,464 103 555

12,410 515

10,891 1,214

12,925

12.105

1,102

1,089

(47)

11.nn

3,185

· -

70,020 11,454 8 1 4 7 4

9,845 (72)

9,773

505

(1,133)

rn.an,

334,692 61,941 3 9 6 633

259,118 51,656 310 7 7 4

46,602 3,968

5 0 570

3,729

2,302

. n

38,638 (599)

38,039

2,267

615

�-.;_1r;;,7

Statement of ,Segment Assets & Liabilities

31-Mar-2019

Audited

31-D6<:-2018 Un1udlted

31-Mar-2018

Audited

segment Assets Trade Receivables Applicati011 Management Seivices Infrastructure Management Setvices Total Trade Receivables

Inventories Applicat1011 Management Setvices Infrastructure Management Seivlces Total Inventories

Unbilled Revenue Applicati011 Management Services Infrastructure Management Services Total Unbilled Revenue

Goodwill Applicati011 Management Setvlces Infrastructure Management Services Total Goodwill

Unallocable Assets

TOTAL ASSETS

segment liabilities Unearned Revenue Applicat1011 Management Setvices Infrastructure Management Seivlces Total Unearned Revenue

unallocable liabilities Total liabilities

72,96'1 14,657 87,621

9,846 9,846

31,753 5,906 37,659

41,728 18,582 60,310 113,536

66,375 16,306 82,681

10,680 10,680

33,854 4,716 38,570

41,873 18,747 60,620 111,137

53,256 10,970 6'1,226

- 10,600 10,600

26,122 4,346 30,468

24,716 17,518 42,234 82,114

308 972

303,688

229,642

5,677 3,747 9,425 103,616

5,094 2,602 7,696 108,510

6,001 3,277 9,278 52,109

113 041

116,206

61387

Notes:

1 The above financial results were reviewed and recommended by the Audit Committee and t!ken on record by the Board of Directors at their meeting held on April 30, 2019.

2 statement of Assets & Liabilities

Particulars

Assets

Non-Current Assets (a) Property, Plant and Equipment (b) capiral work-In-progress (c) Goodwill (d) Other Inrangible assets (e) lnrangible assets under development (f) Financial Assets i) Investments ii) Other financial assets (g) Income rax assets (net) (h) Deferred tax assets (net) (I) Other non-current assets Total - Non-current assets

Current Assets (a) Inventories (b) Financial Assets i) Investments ii) Trade receivables ill) cash and cash equivalents Iv) Bank balances other than In (Iii) above v) Other financial assets

Total • Assets

Equity And Liabilities

Equity (a) Equity Share capita! (b) Other Equity

I. Reserves and surplus ii. Other components of equity

Equity Attriburable to Owners of the Company Non controlling Interests Total • Equity

Non-Current Liabilities (a) Financial Liabilities

I) Borrowings i ) Other financial liabilities

(b) Provisions (c) Employee benefit obligations

Total • Non-Current Liabilities

Current Liabilities (a) Finaneial Liabilities

I) Borrowings II) Trade payables iii) other financial liabilities (b) Employee benef obligations (c) Other current liabilities ( d) Current tax liabilities (Net) Total - Current Liabilities Total • Equitv And Liabilities

/Rs. in lakhs)

As at 31· Mar- 2019

As at 31· Mar- 2018

10,267 556 60,310 24,411 629

6,982 3,262 3,146 4,468 1125 115,156

10,030 228 42,234 6,904 359

14,440 2,330 1,745 3,095 1,946 83,311

9,846

10,600

4,536 87,621 31,689 899 26,444 32 781 193 816 308,972

4,504

187,430 2 302 194,236 1,696 195,932

10,221 6,084 209 1,457

13,023 64,226 20,416 271 30,681 7 114 146 331 229 642

4,499

160,512 1879 166,890 1,365 168,255

595 6,201 88 1,496

17,971

8,380

15,560 30,095 25,351 5,692 14,422 3 949 95069 308,972

18,393 16,149 4,549 12,231 1685 53007 229 642

3 1 t.e uroup entered into a Share Purchase Agreement dated March 21, 2010 t., acquire !Gu% equity in Cynosure Interface Solutions Private Limited, an Indian IT company for

a purchase consideration not exceeding Rs. 1300 lakhs, subject to certain conditions, payable upfront. The Group, through Its subsidiary, Zensar Technologies Inc. entered into Share Purchase Agreement dated March 21, 2018 to acquire 100% equity of Cynosure Inc., a USA based IT company for purchase consideration of Rs. 20,150 lakhs (USD 31 million) payable upfront and balance amount of Rs. 18200 lakhs (USD 28 million) being earn-outs, subject to perfonnance targets over 24 months. The above mentioned acquisitions has been consummated in April 2018. The results for the quarter and year ended March 31, 2019 lndude the results of Cynosure Group (Revenue from operations of Rs. 5,297 lakhs and Rs. 17,512 lakhs respectively & Profit before tax of Rs. 1,659 lakhs and Rs. 4,580 lakhs respectively) and are therefore not comparable with results of previous periods.

4 The Group, through Its subsidiary, Zensar Technologies Inc. entered Into a Share Purchase Agreement dated July 27, 2018 to acquire 100% equity in Indigo Slate, Inc ("Indigo Slate"), a USA based IT company for purchase consideration of Rs. 12348 lakhs (USD 18 million) payable upfront and deferred consideration of an amount upto Rs. 18,522 lakhs (USD 27 million), subject to perfonnance targets over 36 months. The above mentioned acquisition has been consummated in August 2018. The results for the quarter and year ended March 31, 2019 lndude the results of Indigo Slate (Revenue from operations of Rs. 4,797 lakhs and Rs. 12,189 lakhs respectively & Profit before tax of Rs. 571 lakhs and Rs. 2,041 lakhs resoectivelvl and are therefore not comoarable With results of orevious oerlods.

5 The Parent, during the year, has sold 100% of its equity stake In Zensar Jnfonnation Technologies Limited and Zensar Software Technologies Limited for a sale consideration of Rs. 485 lakhs and Rs. 436 lakhs, respectively, receivable upfront and deferred consideration of an amount upto Rs. 265 lakhs and Rs, 349 lakhs respectively, subject to realisation of trade receivables over a period of 1 year. The above mentioned sale has been consummated In January 2019.

6 The Parent, during the year, has entered into a business transfer agreement to transfer certain customer contracts and employees related liability for a sale consideration of Rs. 853 lakhs (USD 1.20 million) receivable upfront and deferred consideration of an amount upto Rs. 930 lakhs (USD 1.34 million) subject to novation of customer contracts over a period of 6 months.

7 The consolidated financial results lndude the results of Zensar Technologies Limited and Its subsidiaries viz., Zensar Technologies Inc., Zensar Technologies (UK) Limited, PSI Holding Group Inc., Zensar Technologies IM Inc., Zensar Technologies IM B.V., Zensar (Africa) Holdings Pty Limited, Zensar (South Africa) Pty limited, Professional Access Limited, Zensar Technologies (Singapore) Pie. Limited, Foolproof Limited, Knit Limited, Foolproof (SG) Pie Limited, Zensar Technologies (Shanghai) Company Limited, Keystone Logic Inc, Zensar Infonnation Technologies Limited, Zensar Software Technologies Limited, Zensar Info Technologies (Singapore) Pie Limited, Zensar IT Seivices Limited, Cynosure Inc, Cynosure Interface Seivices Private Limited, Cynosure APAC Pty Ltd, Cynosure Inc UK Ltd, Keystone Log ic Mexico, S. DE R.L. DE C.V, Keystone Technologies Mexico, S. DE R.L. DE C.V and Indigo Slate Inc.

8 Other Income (Net) for the quarter and year ended March 31, 2019 indudes foreign exchange gain/(loss) of Rs. (194) lakhs and Rs. 2,899 lakhs respectively. (Corresponding previous period: net gain of Rs. 1900 lakhs and Rs. 4652 lakhs). Other Income (net) for the quarter ended December 31, 2018 lndudes net foreign exchange gain/(loss) of Rs. (1688) lakhs.

9 During the year ended March 31, 2019, the Parent issued 40,750 equity shares pursuant to the exercise of stock options by certain employees under the "2002 ESOP" and

193,730 equity shares under "2006 ESOP" stock option plan.

10 Results of Zensar Technologies Limited on a stand alone basis are hosted on the Company's website www.zensar.com.

Stand-Alone financial Information

Partk:ubtn:

31-M•r-2019

Quarter ended 31-Dec-2018

31-Mar-2018

31-Mar-2019

Unaudited

Un•udited

Unaudited

Audited

(Rs. in Lakhs)

Year Ended

31-Ma..,..2018

Audited

Revenue from operations

Profit before tax

Net profit for the period

35,269

10,063

8 291

32,539

4,565

3 337

34,118

7,717 sno

137,008

33,351

25 800

128,S81

25,678

19 258

11 The board of directors in their meeting on January 21, 2019 dedared an interim dividend of Rs. 1.00 Per equity share.

In addition, the Board of Directors in their meeting held on April 30, 2019 have recommended a final dividend of Rs, 1.80 Per equity share, subject to the approval of shareholders.

12 During the year ended March 31, 2019, Group reversed contingent consideration payable on business combinations consummated in previous year amounting to GBP 1.7

million [Rs. 1,564 lakhs) based on company's assessment, being no longer payable.This reversal Is accounted under other Income.

13 Shareholders on August 8, 2018 approved the share split �n the ratio of 5 equity shares having face value of Rs. 2 each against 1 equity share having face value of Rs. 10 each

held] and the Board of Directors fixed the record date as September 10, 2018 Basic and Diluted earnings per share for the previous periods has been presented to reflect the adjustment for share split in accordance with Ind AS 33 Earnings Per Share.

14 Effective April 1, 2018, the Group adopted Ind AS 115 "Revenue from Contracts with Customers• using the cumulaove catch-up transition method which is applied to contracts that were not completed as of April 1, 2018. Accordingly, the comparatives have not been retrospectively adjusted. The effect on adoption of Ind AS 115 was Insignificant on the financial results.

15 Figures for the quarter ended March 31, 2019 and March 31, 2018 are the balancing figures between audited figures in respect of the full financial year and published year to

date figures upto the third quarter of the respective financial year.

Mumbai Date: April 30, 2019

For and on behalf of the Board ,n beh

Sandeep Kishore Managing Director & CEO DIN:07393680

Deloitte Haskins & Sells LLP

INDEPENDENT AUDITORS' REPORT TO THE BOARD OF DIRECTORS OF ZENSAR TECHNOLOGIES LIMITED

Chartered Accountants 706, 'B' Wing, 7 Floor ICC Trade Tower Senapati Bapat Road Pune - 411 016 Maharashtra, fndia

Tel: +91 20 6624 4600 Fax: +91 20 6624 4605

1. We have audited the accompanying Statement of Standalone Financial Results of ZENSAR TECHNOLOGIES LIMITED ("the Company"), for the year ended March 31, 2019 ("the Statement"), being submitted by the Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016.

2. This Statement, which is the responsibility of the Company's Management and approved by the Board of Directors, has been compiled from the related standalone Ind AS financial statements which has been prepared in accordance with the Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder ("Ind AS") and other accounting principles generally accepted in India. Our responsibility is to express an opinion on the Statement based on our audit of such standalone Ind AS financial statements.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Statement. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the Statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the Statement in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the Statement.

We believe that the audit evidence obtained by us, is sufficient and appropriate to provide a basis for our audit opinion.

In our opinion and to the best of our information and according to the explanations given to us, the Statement:

(i)

is presented in accordance with the requirements of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016; and

Space intentionally left blank

Regd. Office: lndiabulls Finance Centre, Tower 3, 27 - 32" ' Floor, Senapati Bapat Marg, Elphinstone Road (West), Mumbai - 400 013, Maharashtra, India. (LLP Identification No. AAB-8737)

Deloitte Haskins & Sells LLP

(ii) gives a true and fair view in conformity with the aforesaid Indian Accounting Standards and other accounting principles generally accepted total comprehensive income and other financial information of the Company for the year ended March 31, 2019.

India of the net profit and

5. The Statement includes the results for the Quarter ended March 31, 2019 being the balancing figure between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year which were subject to limited review by us.

For Deloitte Haskins & Sells LLP

Chartered Accountants

(Firm's Registration No. 117366W/W-10001 )

Place: Pune

Date: April 30, 2019

Zensar Technologies Limited Registered Office : Zensar Knowledge Park, Kharadi, P l o t # 4 , MIDC, Off Nagar Road, Pune - 411014, India Statement o f Standalone Audited Results for the Year ended 31st March, 2019.

Particulars

Revenue from operations

1 2 Other income ( net) 3 Total Income

Expenses a. Purchase o f traded goods b. Employee benefits expense c. Subcontracting costs d. Finance costs e. Depreciation and amortisation expense f. Other expenses

Total expenses

5 Profit before tax ( 3-4)

6 Tax expense a. Current tax b. Deferred tax

7 Net Profit for the period (5-6)

8 Other comprehensive income, net of income tax A. Items that will not be rec/ass/tied to profit or loss B. Items that will be reclassified to profit or loss Total other comprehensive income, net of income tax

9 Total comprehensive income for the period (7+8)

Paid·up equity share capital (Face value Rs. 2 each) (refer note 11 below)

11 Other equity excluding Revaluation Reserves as per balance sheet

12 Earnings Per Share (EPS) (Face value Rs. 2 each) (not annualised)

(refer note 11 below): a) Basic b) Diluted

31-Mar-2019 Refer note 13 Unaudited

Quarter ended 31-Dec-2018

Unaudited

31-Mar-2018 Refer note 13 Unaudited

35,269 3 736 39,005

160

19,972 1,293 212 1,096 6,209

28,942

10,063

1,935 {163)

8,291

67 163 230

8,521

4,504

32,539 (287; 32,252

391

19,645 950 220 1,062 5,419

27,687

4,565

1,283 (55)

3,337

(353) 930 577

3,914

4,502

34,118 2190 36,308

509 18,972 1,135 292 926 6,757

28,591

7,717

2,698 (751)

5,770

(130) (233) (363)

5,407

4,499

(Rs. In Lakhsl

Year Ended

31-Mar-2019

31-Mar-2018

Audited

137,008 8499 145,507

128,581 6,275 134,856

1,209

78,949 3,934 918 4,278 22,868

2,574 74,925 2,708 1,214 4,610 23,147

112,156

109,178

33,351

25,678

8,169 (618)

7,374 (954)

25,800

19,258

111 427 538

26,338

4,504

423 (1,036) (613)

18,645

4,499

142,579

120,792

3.68 3.62

l.48 l.46

2.57 2.54

11.46 11.27

8.57 8.48

Notes:

1 The above financial results were reviewed and recommended by the Audit Committee and taken on record by the Board of Directors at their meeting held on April

30, 2019.

2 Statement of Assets & Liabilities

Particulars

Assets

Non-Current Assets (a) Property, Plant and Equipment (b) capital work-in-progress (c) Goodwill (d) Other Intangible assets (e) Intangible assets under development (f) Financial Assets i) Investments ii) Loans iii) Other financial assets {g) Income tax assets (net) {h} Deferred tax assets (net) (I) Other non-current assets Total .. Non•current assets

Current Assets (a) Financial Assets i) Investments Ii) Trade receivables Iii) cash and cash equivalents iv} Bank balances other than In (Iii) above v) Other financial assets

(b) Other current assets Total - Current assets Total - Assets

Equity And Liabilities

Equity (a) Equity Share capital (b) Other Equity

i. Reserves and surplus ii. Other components of equity

Total • Equity

Non-Current Liabilities (a) Financial Liabilities

I) Borrowings ii) Other financial liabilities

(b) Provisions (c) Employee benefit obligations

Total - Non-Current Liabilities

Current Liabilities (a) Financial Liabilities i) Trade payables Ii) Other financial liabilities (b) Employee benefit obligations (c) Other Current Liabilities (d) Income Tax Liabilitles (Net) Total • Current Liabilities Total • Equity And Liabilities

(Rs, in Lakhs) As at 31· Mar- As at 31- Mar-

2019

2018

8,126 31 8,402 3,603 629

6,318 - 2,979 2,422 3,392 996 36,898

4,536 87,382 12,462 586 28,022 5 016 138,004 174,902

8,400 158 8,402 4,189 359

12,676 - 2,118 1,807 3,004 1,171 42,284

13,023 71,041 4,389 224 20,439 3 953 113,069 155,353

4,504

4,499

142,385 194 147,083

121,025 12331 125,291

319 - 209 1,450

595 4,097 88 1,496

1,978

6,276

8,672 12,528 1,410 1,777 1454 25,841 174,902

9,020 10,735 1,493 1,706 832 23,786 155,353

3 The Company entered into a Share Purchase Agreement dated March 21, 2018 to acquire 100% equity in Cynosure Interface Solutions Private Limited, an Indian IT

company for a purchase consideration not exceeding Rs. 1300 lakhs, subject to certain conditions, payable upfront. The Company, through its subsidiary, Zensar Technologies Inc. entered into Share Purchase Agreement dated March 21, 2018 to acquire 100% equity of Cynosure Inc., a USA based IT company for purchase consideration of Rs. 20150 lakhs (USD 31 million} payable upfront and balance amount of Rs. 18200 lakhs (USD 28 million) being earn-outs, subject to performance targets over 24 months. The above mentioned acquisitions has been consummated in April 2018.

4 The Company, through its subsidiary, Zensar Technologies Inc. entered into a Share Purchase Agreement dated July 27, 2018 to acquire 100% equity in Indigo Slate, Inc ("Indigo Slate'1, a USA based IT company for purchase consideration of Rs. 12348 lakhs (USD 18 million) payable upfront and deferred consideration of an amount upto Rs. 18522 lakhs (USD 27 million), subject to performance targets over 36 months. The above mentioned acquisition has been consummated In August 2018.

5 The Company, during the year, has sold 100% of its equity stake In Zensar Information Technologies Limited and Zensar Software Technologies Limited for a sale consideration of Rs. 485 lakhs and Rs. 436 lakhs, respectively, receivable upfront and deferred consideration of an amount upto Rs. 265 lakhs and Rs. 349 lakhs respectively, subject to realisation of trade receivables over a period of 1 year. The above mentioned sale has been consummated in January 2019.

6 The Company, during the year, has entered Into a business transfer agreement to transfer certain customer contracts and employees related liability for a sale consideration of Rs. 853 lakhs (USD 1.20 million) receivable upfront and deferred consideration of an amount upto Rs. 930 lakhs (USD 1.34 million} subject to novation of customer contracts over a period of 6 months.

7 Where financial results are declared for both consolidated and standalone entity, segment Information may be presented only In the case of consolidated financial

results. Accordingly, segment Information has been provided only In the consolidated financial results.

8 Other Income (Net} for the quarter and year ended March 31, 2019 includes foreign exchange gain/(loss) of Rs. (553} lakhs and Rs. 2269 lakhs respectively. (Corresponding previous period: net gain of Rs. 1294 lakhs and Rs. 1948 lakhs}. Other Income (net} for the quarter ended December 31, 2018 Includes net foreign exchange galn/(loss) of Rs. (991) lakhs.

9 During the year ended March 31, 2019, the Company issued 40,750 equity shares pursuant to the exercise of stock options by certain employees under the "2002

ESOP" and 193,730 equity shares under "2006 ESOP" stock option plan.

10 The board of directors In their meeting on January 21, 2019 declared an interim dividend of Rs. 1.00 Per equity share.

In addition, the Board of Directors In their meeting held on April 30, 2019 have recommended a final dividend of Rs. 1.80 Per equity share, subject to the approval of shareholders.

11 Shareholders on August 8, 2018 approved the share split [in the ratio of 5 equity shares having face value of Rs. 2 each against 1 equity share having face value of

Rs. 10 each held) and the Board of Directors fixed the record date as September 10, 2018 . Basic and Diluted earnings per share for the previous periods has been presented to reflect the adjustment for share split in accordance with Ind AS 33 Earnings Per Share.

12 Effective April 1, 2018, the Company adopted Ind AS 115 "Revenue from Contracts with Customers" using the cumulative catch-up transltion method which is applied to contracts that were not completed as of April 1, 2018. Accordingly, the comparatives have not been retrospectively adjusted. The effect on adoption of Ind AS 115 was insignificant on the financial results.

13 Figures for the quarter ended March 31, 2019 and March 31, 2018 are the balancing figures between audited figures in respect of the full financial year and

published year to date figures upto the third quarter of the respective financial year.

Mumbai Date: April 30, 2019

For and on behalf of the Board

Managing Director & CEO DIN:07393680

Zensar reports 20.2% growth in PAT and 17.6% growth in revenue for FY19 Digital at 44.7% of revenue for FY19, grows at 37.7% YoY

Pune, India, April 30, 2019: Zensar Technologies, a leading digital solutions and technology services company that specializes in partnering with global organizations across industries on their Digital transformation journey, announced its audited consolidated financial results for Quarter ending March 31, 2019, of the fiscal year 2018- 2019.

Financial Highlights:

•

In Q4FY19, the company reported PAT of USD 11.7 M, a sequential growth of 53.1%. For the year FY19, PAT grew by 20.2% to $45.0M In Q4FY19 the Company reported revenue of USD 150.1M a sequential growth of 4.5%. For the year FY19 Revenue grew by 17.6% in USD terms to USD 566.9 M

• Digital Services contributed 46.4% of Q4FY19 revenues and was at 44.7% of FY19 revenues •

EBITDA grew by 20.2% sequentially in Q4FY19. For FY19 EBITDA grew at 22.0% over the previous year

Sandeep Kishore, Chief Executive Officer and Managing Director, Zensar Technologies said,” FY19 has been a very good year for us with sustained improvement across all aspects of our business. Business growth was broad based with every business showing growth, led by our Digital and Next Gen Cloud & Infrastructure capabilities and backed by several large deal wins. We continue to invest in our market winning ROD NeXT suite of digital platforms & solutions that help in delivering enterprise wide digital transformation programs for our clients.”

Navneet Khandelwal, Chief Financial Officer, Zensar Technologies said, “In FY19 our focus was on efficient resource optimization, cost management and robust internal systems & processes. Profit growth was broad- based with all regions & Service lines seeing margin improvement. As a result, our EBITDA in FY19 grew 22.0% over the previous year and PAT too grew by 20.2% to $45.0M”

Significant wins in FY19:

IT Transformation mandate for Vyaire Medical, US Strategic partnership with leading retail solutions company Application Management services for a large Hi-tech corporation

• • • • Guidewire services for a US based property and casualty auto insurance carrier. • Managed Services mandate for South Africa’s leading financial services group • •

Infrastructure and Network services mandate for EBRD Infrastructure management including managed security mandate for a global aerospace major Application Development and Integration; Building and Implementing Responsive UI for a leading UK based motoring group

•

• Warehouse management for a leading US based department store chain • Digital commerce implementation for a US based women’s clothing brand • Automation work for a leading South African financial services corporation • A multi-million-dollar, large deal for custom applications and solutions in the US with a global diversified brand Application support and management win with one of the largest global diversified corporation in the US An Enterprise applications services deal with a leading European online retailer and home shopping company

•

• •

• • • •

A digital commerce services win for a leading American fashion company A digital commerce mandate for an American corporation and marketer of automotive replacement tires A Custom Applications deal with a leading SA based online micro gaming company An Oracle services win for a US based leading video and game entertainment company Application Management Services win for a large US based hi-tech global company End to end infrastructure management requirements for Ruffer, a leading UK investment management company • JD Edwards implementation for a US company that develops aesthetic medical products • Warehouse Management System (WMS) Upgrade project for a leading supermarket chain in

the United States Big Data and Customer Analytics for a large US based hi-tech global company End-user computing and data-center services for a leading UK oil and gas company Testing mandate for a leading British multinational life insurance and financial services company JD Edwards implementation for a US company that develops aesthetic medical products

• • •

•

Corporate Excellence in FY19

•

• • • • • • •

Zenlabs, the innovation hub of the company filed a total of 53 patents, focusing on ideas contributed by Zensarians globally and its team of in-house researchers Zensar launches its First Customer Delivery center in Research Triangle Park (RTP), North America Zensar Wins Innovation Award from Skillsoft and SumTotal Zensar Joins Oracle Cloud Excellence Implementer Program to Drive Customer Success Zensar Joins Oracle Cloud Managed Service Provider Program Zensar Partners with Ocean Discovery Institute on Youth STEM Programs Zensar Announces Launch of 3 in 1 Insurance Module Zensar featured in the 100 Best Company for Women in 2018 BCWI Study Zensar wins People Matters L & D Award for ‘Best in Future Tech Skill Building’

Industry Recognition in Q4 FY19

• •

•

Zensar featured in Novarica’s Market Navigator Report Zensar has been mentioned in the Gartner Report- “Revitalize Application Management Services with Kanban” Zensar named as a Major Contender in the Everest Group Digital Services PEAK Matrix™ Assessment 2019 Zensar Recognized for Third Consecutive Year in Gartner Magic Quadrant for Managed Workplace Services, North America Zensar mentioned in the Zinnov Zones global rankings of Digital Service Providers for 2019, titled, 'Zinnov Zones for Digital Services - 2019' Zensar mentioned as an Innovator in Avasant Applied AI and Advanced Analytics Services RadarView™

About Zensar (www.zensar.com)

Zensar is a leading digital solutions and technology services company that specialises in partnering with global organisations across industries on their Digital Transformation journey. A technology partner of choice, backed

by strong track-record of innovation; credible investment in Digital solutions; assertion of commitment to client’s success, Zensar ’s comprehensive range of digital and technology services and solutions enable its customers to achieve new thresholds of business performance. Zensar, with its experience in delivering excellence and superior client satisfaction through myriad technology solutions, is uniquely positioned to help them surpass challenges around running their existing business most efficiently, helping in their legacy transformation, and planning for business expansion and growth through innovative and digital ways.

Follow Zensar via: Zensar Blog: http://www.zensar.com/blogs Twitter: https://twitter.com/Zensar LinkedIn: https://www.linkedin.com/company/zensar-technologies Facebook: https://www.facebook.com/Zensar Catch our refreshed new website at: www.zensar.com

About RPG Enterprises (www.rpggroup.com) Mumbai headquartered RPG Enterprises is one of India's largest industrial conglomerates. With over 15 companies in its fold, the group has a strong presence across core business sectors such as Infrastructure, Tyre, IT and Specialty. Established in 1979, RPG Enterprises is one of India’s fastest growing business groups with a turnover in excess of Rs 22,000 crore.

For any queries please feel free to reach out:

PR Contacts (Global) Aradhana Prabhu Public Relations Zensar Technologies +91-9765999749 aradhana.prabhu@zensar.com

Safe Harbor Certain statements in this release concerning our 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, withdrawal of governmental fiscal incentives, political instability, legal restrictions on raising capital or acquiring companies outside India, and unauthorised use of our intellectual property and general economic conditions affecting our industry. 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.

Zensar Technologies

Analyst Presentation, Q4 FY19

Quarter and Year Ending Mar 31, 2019

www.zensar.com | © Zensar Technologies 2019

Safe Harbor

This presentation may include statements which may constitute forward-looking statements. All statements that address expectations or projections about the future, including, but not limited to, statements about the strategy for growth, business development, market position, expenditures, and financial results, are forward looking statements. Forward looking statements are based on certain assumptions and expectations of future events. The Company cannot guarantee that these assumptions and expectations are accurate or will be realized. The actual results, performance or achievements, could thus differ materially from those projected in any such forward-looking statements.

The information contained in these materials has not been independently verified. None of the Company, its Directors, Promoter or affiliates, nor any of its or their respective employees, advisers or representatives or any other person accepts any responsibility or liability whatsoever, whether arising in tort, contract or otherwise, for any errors, omissions or inaccuracies in such information or opinions or for any loss, cost or damage suffered or incurred howsoever arising, directly or indirectly, from any use of this document or its contents or otherwise in connection with this document, and makes no representation or warranty, express or implied, for the contents of this document including its accuracy, fairness, completeness or verification or for any other statement made or purported to be made by any of them, or on behalf of them, and nothing in this document or at this presentation shall be relied upon as a promise or representation in this respect, whether as to the past or the future. The information and opinions contained in this presentation are current, and if not stated otherwise, as of the date of this presentation. The Company undertake no obligation to update or revise any information or the opinions expressed in this presentation as a result of new information, future events or otherwise. Any opinions or information expressed in this presentation are subject to change without notice.

This presentation does not constitute or form part of any offer or invitation or inducement to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities of Zensar Technologies Limited (the “Company”), nor shall it or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any contract or commitment therefore. Any person/ party intending to provide finance / invest in the shares/businesses of the Company shall do so after seeking their own professional advice and after carrying out their own due diligence procedure to ensure that they are making an informed decision. This presentation is strictly confidential and may not be copied or disseminated, in whole or in part, and in any manner or for any purpose. No person is authorized to give any information or to make any representation not contained in or inconsistent with this presentation and if given or made, such information or representation must not be relied upon as having been authorized by any person. Failure to comply with this restriction may constitute a violation of the applicable securities laws. The distribution of this document in certain jurisdictions may be restricted by law and persons into whose possession this presentation comes should inform themselves about and observe any such restrictions. By participating in this presentation or by accepting any copy of the slides presented, you agree to be bound by the foregoing limitations.

www.zensar.com | © Zensar Technologies 2019

Company Overview

Zensar Technologies is a $567 Mn organisation (FY19) – 17.6% YoY Growth

• Part of $3 B RPG Group

• Portfolio Company of the $40 B APAX Group

• Among 5 global tech companies to be listed

on a major global stock exchange (BSE) for

55+ years

• 44.7% Digital Revenue, One of the fastest

growing digital revenues in the sector

(37.7% YoY Growth)

www.zensar.com | © Zensar Technologies 2019

Zensar Business Update

www.zensar.com | © Zensar Technologies 2019

Q4 FY19 : Brief Snapshot

www.zensar.com | © Zensar Technologies 2019

FY19 : Year of Growth across all parameters

www.zensar.com | © Zensar Technologies 2019

Q4 FY19 : Key Achievements

Continued New Win Momentum

Digital Updates

Strengthening of brand ‘Zensar’

Large win at one of the oldest insurers in the African Market

Large Insurance win at a Niche property auto insurance carrier for Cynosure, a Zensar company

casualty

and

Multiple key wins in existing large Retail Client based out of the United States

Continued Mega-growth in

digital

revenues – 46.4%

(crossed 45% for the first

time in a quarter, second

highest in the industry)

Multiple more patents filed

with 5 being granted for

Digital & Blockchain – strong

push

towards

innovation

continues

Zensar Recognized for 3rd Consecutive Year in Gartner Magic Quadrant for Managed Workplace Services

Zensar named as a Major Contender in the Everest Group Digital Services PEAK Matrix™ Assessment 2019

an Zensar mentioned as Innovator in Avasant Applied AI and Advanced Analytics Services RadarView™

Revenue crosses $150M+, Headcount crosses 10,000

$150.1M, highest ever revenue, Q4 FY19

Headcount- 10073 (net addition of 260 QoQ, 1168 YoY)

9 accounts of $10m+ Annual revenues (YoY increase of 5)

www.zensar.com | © Zensar Technologies 2019

Trending in Key Financial Updates (US $)

QoQ Revenue Increase

Constant Currency Revenue Growth

Consistent Growth in US

150.1

143.7

138.1

135.0

126.6

Q4 FY18

Q1 FY19

Q2 FY19

Q3 FY19

Q4 FY19

149.5

144.3

140.6

136.1

152.0

147.0

142.0

137.0

132.0

127.0

122.0

124.0

115

110

105

100

91.4

114.3

109.2

102.6

100.0

Q4 FY18

Q1 FY19

Q2 FY19

Q3 FY19

Q4 FY19

Q4 FY18

Q1 FY19

Q2 FY19

Q3 FY19

Q4 FY19

Consistent Europe Growth

Digital & Application Services Growth

Hi – Tech Growth

22.4

20.6

19.7

18.5

18.0

130.0

125.0

120.0

115.0

110.0

105.0

108.7

127.1

119.1

117.2

114.8

Q4 FY18

Q1 FY19

Q2 FY19

Q3 FY19

Q4 FY19

Q4 FY18

Q1 FY19

Q2 FY19

Q3 FY19

Q4 FY19

57.2

54.1

52.1

58.0

56.0

54.0

52.0

50.0

48.0

46.0

44.0

48.7

46.6

Q4 FY18

Q1 FY19

Q2 FY19

Q3 FY19

Q4 FY19

154.0

149.0

144.0

139.0

134.0

129.0

124.0

23.5

22.5

21.5

20.5

19.5

18.5

17.5

All Numbers in $M unless stated

www.zensar.com | © Zensar Technologies 2019

Core & Digital Business Update

Total Revenue @ 4.3% CQGR, @18.5% YoY

Core Revenue @ 5.2% CQGR, @ 22.3% YoY ; Digital Revenue @ 35.6 % YoY

$126.6M 10.2

$135.0M 10.4

$138.1M $143.7M

8.3

10.5

$150.1M 7.7

$124.6M $127.6M

$142.4M

$135.3M

66.6

70.8

72.7

$116.4M

65.0

116.4

124.6

127.6

135.3

142.4

51.4

58.0

61.0

64.5

69.7

Q 4 FY 1 8

Q 1 F Y 1 9

Q 2 FY 1 9

Q 3 F Y 1 9

Q 4 F Y 1 9

Q 4 FY 1 8

Q 1 FY 1 9

Q 2 FY 1 9

Q 3 FY 1 9

Q 4 FY 1 9

Core @ 5.2% ^

Non-Core @ -6.9% ^

Digital @ 7.9% ^

Traditional @ 2.8% ^

www.zensar.com | © Zensar Technologies 2019

Q4 & FY19 : Key Financials

❑ Revenue Growth

• • •

•

4.5% QoQ & 18.5% YoY in USD terms 4.1% QoQ & 21.5% YoY in CC terms Core Revenue stood at $142.4M – a growth of 5.2% QoQ and 22.3% YoY. FY19 Revenue grew 17.6% over FY18

❑ EBITDA •

• •

❑ PAT

12.5% of Quarterly Revenue, 20.2% QoQ growth, 20.7% YoY growth FY19 EBIDTA grew 22.0% over FY18 Core Business EBITDA was at 14.1% for Q4 and 14.1% for FY19

126.6

Q4-18

116.4

Q4-18

143.7

138.1

135.0

Q1-18

Q2-19 5 Quarter Revenue performance (In $M)

Q3-19

127.6

135.3

124.6

150.1

Q4-19

142.4

Q1-18

Q2-19 5 Quarter Core Revenue performance (In $M)

Q3-19

Q4-19

69.7

• •

7.8% of Quarterly Revenue, 53.1% QoQ & 4.0% YoY growth FY19 PAT grew 20.2% over FY18

64.5

61.0

51.4

58.0

❑ Digital

•

46.4% of total revenue in Q4, 44.7% for the entire fiscal.

Q4-18

Q1-18

Q2-19

Q3-19

Q4-19

5 Quarter Digital Revenue performance (In $M)

www.zensar.com | © Zensar Technologies 2019

Q4 FY19 & FY 19 Financials

Q4 FY19

Growth

FY 19

Particulars

Q-o-Q

Y-o-Y

USD Mn

INR Cr

USD

INR

USD

INR

USD Mn

YoY Growth

Revenue

$ 150.1

₹ 1057.4

4.5%

2.1%

4.1%

18.5%

29.8%

21.5%

566.9

17.6%

EBITDA

$ 18.7

₹ 132.1

20.2%

17.5%

20.7%

32.2%

70.6

22.0%

EBIT

PAT

$ 15.2

₹ 107.0

23.3%

20.5%

13.5%

24.3%

57.8

21.1%

$ 11.7

₹ 82.7

53.1%

49.7%

4.0%

13.9%

45.0

20.2%

INR/Share

EPS (Diluted)

3.6

Q-o-Q

49.7%

Y-o-Y

13.1%

www.zensar.com | © Zensar Technologies 2019

Q4 FY19 & FY19: Key Business Highlights

❑ Pipeline quality and Large Deals

–

– – –

Strong Demand environment persists – Trend of slightly smaller size deals with increased deal volume in the recent past. Steady inflow of Large transformational deals Large Deals ratio - 60% deals being fought with a TCV over $10m across Zensar. Up from 55% last quarter Pipeline – Continues to be robust with a good mix of Application and Cloud deals Digital (including RoD and RoD NeXT) seeing tremendous traction across all markets while helping create niche for Zensar

❑ Core Business

– –

– – –

$100M+ bookings in the Cloud & Infrastructure space on a trailing twelve months basis Top 20 accounts grew 19.3% & top 10 grew at 20.1% over previous year – Account management continues to be robust. 10M+ accounts grew to 9 – a sequential growth of 2 while a growth of 5 over the year Insurance had a slightly soft quarter however there was healthy increase in deal wins especially in the Guidewire space Europe continued its steep growth with both Farming & Hunting engines faring well BFSI continued its growth momentum, growing at a yearly rate of 30.1% while Hi-Tech grew by 22.8% in Q4.

❑ Acquired Entities – All entities register sequential growth

– – – –

Foolproof – Quarterly revenue growth of 10.2%. Good cross sell helping UK region growth Keystone Logic – Quarterly revenue growth of 16.1%. Cynosure – Quarterly revenue growth of 18.3%. Multiple deal wins in the last quarter. Indigo Slate – Growth of 6.5% sequentially. Combined GTM in place.

www.zensar.com | © Zensar Technologies 2019

@ Scale winning momentum

$750 Mn+

TCV wins over the last 12 months

$100 Mn

Global 500 Diversified Brand

$50 Mn

Tier 1 Retailer

$50 Mn

Medical Device Mfg.

$40 Mn

Fortune 500 Technology Leader

$30 Mn

Tier 2 Insurer carrier

$30 Mn

Global Financial Services

www.zensar.com | © Zensar Technologies 2019

FY19 Financials – Digital Growth

Service Split (In USD Mn)

$566.9M

17.6% YoY

•

Digital continues to be a pivot for Zensar’s strong

growth. All of Zensar’s acquisitions (all digital in nature)

had strong growth over the year with Cynosure leading

in the last quarter.

18.9% YoY

$478.1 Digital & App Services

$88.8 Cloud & Infra Services

10.9% YoY

33.8% YoY

$224.5 Digital Services

8.2% YoY

$253.6 Core App Services

$28.7 Cloud, Digital led next gen CIS

77.3% YoY

$32.9 Core Infra Services

-5.6% YoY

$27.2 Third Party Maintenance

All growth numbers in USD Terms

www.zensar.com | © Zensar Technologies 2019

•

Digital & Application Services

grew 18.9% over the last

fiscal

owing to the strong growth of

33.8% in Digital Services.

•

Cloud & Infrastructure

services grew at 10.9%

in the fiscal. Cloud,

Digital led next Gen CIS

-6.5% YoY

however grew at 77.3%

thanks

Vinci,

Zensar’s

ROD NeXT

based Cloud platform

FY19 Financials – Geographical & Vertical Split

Geographical Split

8.8% 1.7%

14.3%

75.2%

Europe

Africa

ROW

Percentage of Revenue In USD

Constant Currency Growth:

Geography

QoQ (cc)

FY 19 (cc)

Europe

Africa

ROW

4.6%

7.5%

-2.0%

21.5%

21.6%

10.4%

-27.0%

-35.0%

Vertical Split

1 0 0 . 0 % Revenue

2 2 . 2 % Retail & Consumer Services

5 1 . 3 % Hi-Tech & Manufacturing

2 3 . 2 % Fin. Services

3 . 3 % Emerging

3 7 . 4 % Hi-Tech

1 3 . 9 % Mfg

1 8 . 4 % Insurance

4 . 8 % Banking

www.zensar.com | © Zensar Technologies 2019

FY19 Top Client Revenue Mix

Million Dollar Clients

FY18

FY19

Net Increase

20 Mn Dollar+

10 Mn Dollar+

5 Mn Dollar+

1 Mn Dollar+

Top 5 Clients

Top 10 Clients

Top 20 Clients

Revenue Concentration

FY18

36.3%

44.8%

56.1%

FY19

37.6%

46.5%

57.1%

YoY %

21.6%

22.1%

19.5%

www.zensar.com | © Zensar Technologies 2019

FY19 Employee Details

Utilization

Attrition

Excluding Trainees

83.4%

Attrition (YTD)

15.6%

Headcount

FY18 Headcount

Net Additions

FY19 Headcount

Technical – Onsite

Technical – Offshore

Technical – BPO/Others

Marketing

Support (including Trainees)

% of women employees

8,905

1,168

10,073

2,420

6,501

275

798

28.2%

www.zensar.com | © Zensar Technologies 2019

Stock Price and Shareholding Pattern

200

150

100

) E S N

(

. s R n

e c i r P e r a h S

0 Apr-18

Share Price in Rs.

Total Volume

5,00,000

4,00,000

3,00,000

2,00,000

1,00,000

e m u o V

a t o T

May-18

Jun-18

Jul-18

Aug-18

Sep-18

Oct-18

Nov-18

Dec-18

Jan-19

Feb-19

Mar-19

Equity Share Information:

▪ Share Price (23rd April 2019): INR 231.15/ share

▪ Market Cap (23rd April 2019): INR 5,220 Crs

▪ Financial Year: April to March

▪ Face Value: INR 2 / share

▪ Listed on Indian Stock Exchanges:

a) Bombay Stock Exchange (code: 504067)

b) National Stock Exchange (code: ZENSARTECH)

▪ Bloomberg Code: ZENT.IN

▪ Reuters Code: ZENT.BOx

Shareholding Pattern (as on 31st March, 2019)

Promoter

11.5%

Apax Partners

16.8%

FPIs

DIIs/ Others

48.9%

22.9%

www.zensar.com | © Zensar Technologies 2019

Analyst Recognition in the Quarter

Report Mentions:

•

Zensar named as a Major Contender in the Everest Group Digital Services PEAK Matrix™ Assessment 2019

•

Zensar featured in Novarica’s Market Navigator Report

Report Mentions:

•

Zensar has been mentioned in the Gartner “Revitalize Application Management Services with Kanban”

Report-

for

Recognized

Zensar Third Consecutive Year in Gartner Magic Quadrant for Managed Workplace Services, North America

•

Zensar mentioned in the Zinnov Zones global rankings of Digital Service Providers for 2019, titled, 'Zinnov Zones for Digital Services - 2019'

Zensar mentioned as an Innovator in Avasant Applied AI and Advanced Analytics Services RadarView™

www.zensar.com | © Zensar Technologies 2019

Analyst Presentation for the quarter ending March 31, 2019

RPG Group Overview

www.zensar.com | © Zensar Technologies 2019

RPG Group: Key Financials

FY14-18 CAGR: 4.9%

17,949

Gross Total Income (Rs Cr.)

19,183

19,271

20,052

21,766

FY14-18 CAGR: EBITDA 8.0% PAT 11.7%

1,630

1,668

EBITDA

PAT

2,014

2,045

2,218

663

739

879

980

1,031

FY14

FY15

FY16

FY17

FY18

FY14

FY15

FY16

FY17

FY18

8,000.00

7,000.00

6,000.00

5,000.00

4,000.00

3,000.00

2,000.00

1,000.00

Net Worth

ROE

ROCE

6,925

6,066

5,260

4,611

16.0%

16.7%

16.2%

14.9%

10.6%

11.6%

12.3%

12.0%

3,807

17.4%

12.1%

40.0%

35.0%

30.0%

25.0%

20.0%

15.0%

10.0%

5.0%

0.0%

25,0 00

20,0 00

15,0 00

10,0 00

5,00 0

Market Cap

FY14

FY15

FY16

FY17

FY18

Apr-18 May-18

Jun-18

Jul-18

Aug-18

Sep-18 Oct-18

Nov-18 Dec-18

Jan-19

Feb-19 Mar-19

Note: 1) 2) 3) Market Cap updated till 23rd April 2019

ROCE is calculated by taking EBIT*(1-ETR) divided by Capital Employed ROE is calculated by taking PAT divided by Net-worth

www.zensar.com | © Zensar Technologies 2019

Group

CEAT

KEC

ZENSAR

18,546

7,495

5,220

4,426

Thank You Thanks

www.zensar.com | © Zensar Technologies 2019

Zensar reports 20.2% growth in PAT and 17.6% growth in revenue for FY19 Digital at 44.7% of revenue for FY19, grows at 37.7% YoY

Financial Highlights:

•

• Digital Services contributed 46.4% of Q4FY19 revenues and was at 44.7% of FY19 revenues •

EBITDA grew by 20.2% sequentially in Q4FY19. For FY19 EBITDA grew at 22.0% over the previous year

Significant wins in FY19:

IT Transformation mandate for Vyaire Medical, US Strategic partnership with leading retail solutions company Application Management services for a large Hi-tech corporation

• • • • Guidewire services for a US based property and casualty auto insurance carrier. • Managed Services mandate for South Africa’s leading financial services group • •

•

• •

• • • •

• • •

•

Corporate Excellence in FY19

•

• • • • • • •

Industry Recognition in Q4 FY19

• •

•

Note: All numbers are as per the Ind-AS reporting standard

Q4 FY 19 Revenue and profitability snapshot (US$)

Q4 FY19

Growth

Particulars

Q-o-Q

Y-o-Y

USD Mn

INR Cr

USD

INR

USD

INR

FY 19

USD Mn

Y-o-Y

Revenue

$ 150.1

₹ 1057.4

4.5%

2.1%

4.1%

18.5%

29.8%

21.5%

566.9

17.6%

EBITDA

$ 18.7

₹ 132.1

20.2%

17.5%

20.7%

32.2%

EBIT

PAT

$ 15.2

₹ 107.0

23.3%

20.5%

13.5%

24.3%

$ 11.7

₹ 82.7

53.1%

49.7%

4.0%

13.9%

70.6

57.8

45.0

22.0%

21.1%

20.2%

Q4 FY 19 Revenue Growth in Constant Currency

Particulars

Segments

Consolidated

For the Company

Geography

Services

Industry

Europe

Africa

RoW

Digital and Application Services, DAS

Digital Services

Core Application Services

Cloud and Infrastructure Services, CIS

Cloud, Digital Led next gen CIS

Core Infrastructure Services

Third Party Maintenance

Total Digital Services

Hitech and Manufacturing

Hitech

Mfg.

Retail and Consumer Services

Financial Services

Insurance

Banking

Emerging

Q4 FY19

QoQ

4.1%

4.6%

7.5%

-2.0%

-27.0%

6.3%

7.7%

4.9%

-6.5%

6.9%

-18.1%

-2.8%

7.7%

8.4%

5.7%

16.2%

6.7%

-4.3%

-5.6%

0.2%

19.7%

Performance Highlights

*Graph not drawn at scale

Income Statement (USD Mn)

Q4 FY 18

FY 18

Q3 FY 19 Q4 FY 19

FY 19

Operating revenue

Sequential Growth Year-Over-Year Growth

Cost of revenue

Gross profit Gross profit % of revenue

Sequential Growth Year-Over-Year Growth

Sales and marketing expenses General and administration expenses Operating expenses % of revenue

Other operating income

Earnings before interest, tax, depreciation and amortization (EBITDA) EBITDA % of revenue

Sequential Growth Year-Over-Year Growth

Depreciation and amortisation

Earnings before interest and tax (EBIT) EBIT % of revenue

Sequential Growth Year-Over-Year Growth

Interest Exchange Gain/(Loss) Other income

Profit before tax % of revenue

Sequential Growth Year-Over-Year Growth

Provision for taxation

Profit after tax (before minority interest) % of revenue

Minority interest

Profit after tax Profit after tax % of revenue Sequential Growth Year-Over-Year Growth

Note- EBITDA includes other income of operating nature.

126.6 3.2% 14.2%

89.4

37.2 29.4% 0.7% 20.8%

8.1 14.1 22.2 17.6%

0.6

482.2

5.8%

342.4

139.8 29.0%

4.7%

34.0 49.1 83.2 17.2%

1.2

143.7 4.0% 17.1%

105.2

38.5 26.8% -3.8% 4.3%

9.9 13.2 23.2 16.1%

0.3

150.1 4.5% 18.5%

107.3

42.8 28.5% 11.0% 15.0%

10.4 14.4 24.7 16.5%

0.7

566.9

17.6%

404.1

162.8 28.7%

16.5%

38.4 56.1 94.6 16.7%

2.3

15.5

57.8

15.6

18.7

70.6

12.3% -6.0% 76.5%

2.2

13.4 10.6% -4.8% 93.6%

0.8 2.9 0.6

16.2 12.8% 16.5% 449.4%

4.7

11.5 9.1%

0.2

11.3 8.9% 23.8% 632.6%

12.0%

0.4%

10.1

47.7 9.9%

-5.3%

3.5 7.2 3.1

54.6 11.3%

5.0%

16.3

38.2 7.9%

0.8

37.5 7.8%

7.1%

10.9% -12.5% -5.6%

3.3

12.3 8.6% -15.8% -12.4%

1.5 -2.3 2.4

10.9 7.6% -42.4% -21.7%

3.0

7.8 5.5%

0.2

7.7 5.3% -42.4% -15.9%

12.5% 20.2% 20.7%

3.6

15.2 10.1% 23.3% 13.5%

1.6 -0.3 3.5

16.8 11.2% 55.0% 4.2%

5.0

11.8 7.9%

0.1

11.7 7.8% 53.1% 4.0%

12.4%

22.0%

12.8

57.8 10.2%

21.1%

5.3 4.3 7.1

63.9 11.3%

17.1%

18.2

45.7 8.1%

0.7

45.0 7.9%

20.2%

Income Statement (INR Mn)

Q4 FY 18

FY 18

Q3 FY 19

Q4 FY 19

FY 19

Operating revenue

Sequential Growth Year-Over-Year Growth

Cost of revenue

Gross profit Gross profit % of revenue

Sequential Growth Year-Over-Year Growth

Sales and marketing expenses General and administration expenses Operating expenses % of revenue

Other operating income

Earnings before interest, tax, depreciation and amortization (EBITDA) EBITDA % of revenue

Sequential Growth Year-Over-Year Growth

Depreciation and amortisation

Earnings before interest and tax (EBIT) EBIT % of revenue

Sequential Growth Year-Over-Year Growth

Interest Exchange Gain/(Loss) Other income

Profit before tax % of revenue

Sequential Growth Year-Over-Year Growth

Provision for taxation

Profit after tax (before minority interest) % of revenue

Minority interest

Profit after tax Profit after tax % of revenue Sequential Growth Year-Over-Year Growth

Note- EBITDA includes other income of operating nature.

8,147 2.6% 9.6%

5,755

2,393 29.4% 0.1% 16.0%

521 910 1,431 17.6%

999

12.3% -6.5% 69.5%

139

861 10.6% -5.4% 85.9%

50 188 42

1,040 12.8% 15.8% 427.4%

300

741 9.1%

727 8.9% 23.0% 603.3%

31,077

1.7%

22,068

9,009 29.0%

0.6%

2,195 3,165 5,360 17.2%

3,729

12.0%

-3.6%

651

3,078 9.9%

-9.0%

227 463 202

3,516 11.3%

0.9%

1,051

2,465 7.9%

2,415 7.8%

2.8%

10,355 6.9% 30.5%

10,574 2.1% 29.8%

7,580

2,776 26.8% -1.1% 16.1%

716 955 1,671 16.1%

1,125

10.9% -10.1% 5.2%

237

887 8.6% -13.5% -2.4%

109 -169 174

783 7.6% -40.8% -12.8%

218

565 5.5%

0.2

553 5.3% -40.8% -6.4%

7,562

3,012 28.5% 8.5% 25.9%

731 1,012 1,742 16.5%

1,321

12.5% 17.5% 32.2%

251

1,070 10.1% 20.5% 24.3%

110 -18 246

1,187 11.2% 51.6% 14.1%

355

832 7.9%

827 7.8% 49.7% 13.9%

39,663

27.6%

28,286

11,377 28.7%

26.3%

2,690 3,921 6,611 16.7%

162

4,928

12.4%

32.2%

894

4,034 10.2%

31.1%

373 291 502

4,454 11.2%

26.7%

1,267

3,186 8.0%

3,136 7.9%

29.8%

Other Metrics:

Other Metrics

Q4 FY 18

FY 18

Q3 FY 19

Q4 FY 19

FY 19

Revenue By Service Offering Digital & Application Services (DAS)

Digital Services Core Application Services

Cloud and Infrastructure Services (CIS) Cloud, Digital Led next gen CIS Core Infrastructure Services Third Party Maintenance

Total Total Digital Services

Revenue By Industry Manufacturing Hi Tech Mfg

Retail and Consumer Services Financial Services Insurance Banking

Emerging Total

Revenue By Geographical Segment US Europe Africa ROW Total

Revenue By Project Type Fixed Price Time & Materials Total

85.9% 36.2% 49.6%

14.1% 4.3% 4.9% 4.9%

100% 40.6%

51.3% 36.8% 14.5% 27.2% 20.2% 15.3% 4.9% 1.3% 100%

72.2% 14.2% 10.4% 3.2% 100%

54.2% 45.8% 100%

83.4% 34.8% 48.6%

16.6% 3.4% 7.2% 6.0%

100% 38.1%

51.7% 35.4% 16.3% 26.9% 20.3% 14.9% 5.3% 1.1% 100%

72.8% 14.0% 9.9% 3.3% 100%

52.0% 48.0% 100%

82.9% 39.7% 43.2%

17.1% 5.2% 7.4% 4.5%

100% 44.9%

51.0% 37.6% 13.3% 21.0% 24.1% 18.7% 5.4% 4.0% 100%

76.0% 14.3% 8.3% 1.3% 100%

53.7% 46.3% 100%

84.7% 41.1% 43.6%

15.3% 5.3% 5.8% 4.2%

100% 46.4%

51.8% 38.1% 13.7% 21.6% 22.2% 17.1% 5.1% 4.4% 100%

76.2% 14.9% 8.0% 0.9% 100%

54.6% 45.4% 100%

84.3% 39.6% 44.7%

15.7% 5.1% 5.8% 4.8%

100% 44.7%

51.3% 37.4% 13.9% 22.2% 23.2% 18.4% 4.8% 3.3% 100%

75.2% 14.3% 8.8% 1.7% 100%

53.7% 46.3% 100%

Other Metrics

Q4 FY 18

FY 18

Q3 FY 19 Q4 FY 19

FY 19

Constant Currency Operating revenue (Constant Currency mn) Sequential Growth Year-Over-Year Growth

Constant Currency Growth By Service Offering (QoQ %) Digital & Application Services (DAS)

Digital Services Core Application Services

Cloud and Infrastructure Services (CIS) Cloud, Digital Led next gen CIS Core Infrastructure Services Third Party Maintenance

124.0 1.1% 10.9%

476.9 4.7% 4.7%

144.3 4.5% 17.6%

149.5 4.1% 21.5%

4.7% 4.3% 4.9%

-15.3% 24.1% -33.0% -16.7%

11.1% 26.9% 2.0%

-18.5% 161.1% -44.3% -1.4%

2.1% 5.9% -1.0%

17.4% 10.1% 55.6% -11.5%

6.3% 7.7% 4.9%

-6.5% 6.9% -18.1% -2.8%

571.5 18.5% 18.5%

20.1% 35.2% 9.3%

10.9% 77.8% -5.4% -6.1%

Total Digital Services

6.1%

33.0%

6.3%

7.7%

38.9%

Constant Currency Growth By Industry (QoQ %) Manufacturing Hi Tech Mfg

Retail and Consumer Services Financial Services Insurance Banking

Emerging

Constant Currency Growth By Geography (QoQ %) US Europe Africa ROW

1.8% 11.4% -16.5% 2.3% -4.2% -1.0% -13.3% 35.5%

1.5% 3.2% -0.9% -8.1%

-2.0% 3.7% -12.4% 16.2% 12.2% 15.8% 3.1% -27.0%

3.6% 24.4% 12.0% -36.0%

1.1% 3.8% -5.7% 1.1% 9.6% 6.5% 22.3% 48.8%

6.6% 5.7% -3.6% -39.6%

8.4% 5.7% 16.2% 6.7% -4.3% -5.6% 0.2% 19.7%

4.6% 7.5% -2.0% -27.0%

17.2% 24.6% 1.2% -2.5% 36.8% 46.9% 8.7% 259.4%

21.5% 21.6% 10.4% -35.0%

Other Metrics

Q4 FY 18 Q3 FY 19

FY 18 FY 18

Q3 FY 19 Q2 FY 19

Q4 FY 19

FY 19 Q3 FY 19

Client Data Number of million dollar Clients (LTM Revenue) 1 Million dollar + 5 Million dollar + 10 Million dollar + 20 Million dollar +

Revenue from top clients Revenue- top 5 clients Revenue- top 10 clients Revenue- top 20 clients

80 17 4 2

100 20 7 2

92 19 9 2

38.6% 47.7% 59.3%

36.3% 44.8% 56.1%

39.1% 49.5% 60.2%

37.6% 48.4% 59.7%

37.6% 46.5% 57.1%

Repeat business %

87.0%

87.1%

82.6%

84.5%

Number of active clients

253

322

327

New clients added in the period (# Refer note at the end)

123

Onsite: Offshore Revenue mix Onsite Offshore Total

Utilization Utilization (excluding Trainees)

Employee data Headcount Technical - Onsite Technical - Offshore Technical - BPO / Others Marketing Support (including trainees) Total

62.7% 37.3% 100%

62.9% 37.1% 100%

67.4% 32.6% 100%

66.5% 33.5% 100%

83.8%

84.4%

81.7%

83.4%

1,866 5,868 248 68 855 8,905

2,360 6,259 283 76 835 9,813

2,420 6,501 275 79 798 10,073

Gross employees added during the period

900

2,609

1,056

1,035

3,736

% of women employees

27.7%

27.5%

28.2%

Attrition

14.9%

15.8%

15.6%

Other Metrics

Exchange Rates

Rupee Dollar Rate Period Closing Rate Period Average Rate

Rupee Euro Rate Period Closing Rate

Period Average Rate

Rupee GBP Rate Period Closing Rate Period Average Rate

Rupee ZAR Rate Period Closing Rate Period Average Rate

Revenue By Currency Dollar Euro GBP ZAR Others Total

Effective Tax Rate

Accounts receivables (in days) Billed Unbilled Total

Q4 FY 18

FY 18

Q3 FY 19 Q4 FY 19

FY 19

65.2 64.3

80.8 79.1

92.3 89.5

5.6 5.4

65.2 64.5

80.8 75.4

92.3 85.5

5.6 5.0

69.8 72.1

80.0 82.2

89.1 92.7

4.9 5.0

69.2 70.5

77.7 80.0

90.5 91.7

4.8 5.0

69.2 69.9

77.7 80.9

90.5 91.8

4.8 5.1

74.2% 1.3% 12.3% 8.9% 3.3% 100.0%

72.0% 1.3% 13.2% 9.9% 3.6% 100.0%

72.8% 0.8% 15.9% 7.9% 2.6% 100.0%

72.0% 0.9% 16.8% 7.6% 2.7% 100.0%

72.7% 5.2% 12.7% 7.0% 2.4% 100.0%

28.8%

29.9%

27.8%

29.9%

28.5%

67 35 102

72 34 106

73 32 105

Summary of Cash and Cash Equivalents Cash and Cash Equivalents (USD mn) Cash on hand Balances with Banks: In current accounts Deposit with original maturity of less than three months

Other Bank Balances: Unpaid dividend accounts

0.0

29.2 2.2

46.0 2.2

42.6 4.2

0.3

Total

31.7

48.5

47.1

Investment in Mutual Funds

37.3

19.1

13.3

Other Metrics

Summary of Debt

Debt (USD mn) Short-term debt Long-term debt Total

Outstanding Hedges USD Value Avg. Rate/ INR

GBP Value Avg. Rate/ INR

ZAR Value Avg. Rate/ INR

Summary of Capex Capex (USD Mn)

Earning Per Share (INR/share) Basic Diluted

Shareholding Public Shareholding Promoter Shareholding Total

Q4 FY 18

FY 18

Q3 FY 19

Q4 FY 19

FY 19

- - -

69.4 66.0

6.8 91.1

70.5 5.4

- - -

69.4 66.0

6.8 91.1

70.5 5.4

30.5 20.0 50.5

74.8 72.2

14.3 94.6

88.3 5.0

23.0 20.0 43.0

115.2 72.0

15.8 94.2

100.8 5.1

1.6

9.0

1.4

1.5

6.9

3.2 3.2

10.8 10.6

2.5 2.4

3.7 3.6

13.9 13.7

51.1% 48.9% 100%

51.2% 48.9% 100%

51.1% 48.9% 100%

About Zensar (www.zensar.com) Zensar is a leading digital solutions and technology services company that specialises in partnering with global organisations across industries on their Digital Transformation journey. A technology partner of choice, backed by strong track-record of innovation; credible investment in Digital solutions; assertion of commitment to client’s success, Zensar ’s comprehensive range of digital and technology services and solutions enable its customers to achieve new thresholds of business performance. Zensar, with its experience in delivering excellence and superior client satisfaction through myriad technology solutions, is uniquely positioned to help them surpass challenges around running their existing business most efficiently, helping in their legacy transformation, and planning for business expansion and growth through innovative and digital ways.

About RPG Enterprises (www.rpggroup.com) RPG Enterprises, established in 1979, is one of India's fastest growing business groups with a turnover of Rs 23000 Cr. The group has diverse business interests in the areas of Infrastructure, Tyres, Pharma, IT and Specialty as well as in emerging innovation led technology businesses.

For any queries please feel reach out:

PR Contacts (Global Headquarters - India): Aradhana Prabhu Public Relations Zensar Technologies +91 9765999749 aradhana.prabhu@zensar.com

Safe Harbor Certain statements in this release concerning our 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, withdrawal of governmental fiscal incentives, political instability, legal restrictions on raising capital or acquiring companies outside India, and unauthorised use of our intellectual property and general economic conditions affecting our industry. 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.

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