Company history-TATA ELXSI:

Tata Elxsi Ltd the product design arm of the multi-billion Tata Group is a
company focused on delivering outsourced product design and R&D services and
solutions to custotners ssorldwide. The company provides systerns integration and

Coimbatore Chennai and Thiruvanathapuram. They have only subsidiary namely

Tata (Singapore Pte Ltd. he Company operates i egmen!s namely
Software I)gvtlopment tnd Sprytees and Systetns support Thu
businessgs Egyploptnent and are embedded
product dest (dysigtl and develo Inent of re and are)

software development services in the information technology field, The company is

haying their state-of-the-art design centers in Bangalore Mumbai Pung Hyderabad

industrial design)

technical s ni hi ting platfortn.s orkrn

mechanical design autotoation tools eh erpy SQ, storage 'SOI utions digital 'Inedia and Illu
these

Board Of Directors
Annexure
MC. N Ganapathy
 16 Of46 Q Q
PROFILE OF T ELXSI

Company history-TATA ELXSI:

fata Elxsi Ltd the product design arm of the tnulti-billion Tata
Group is a cotnpany focused on delisering outsourced product design and R&D
services and -solutions to custorners worldwide, The cornpany pros ides systetns
integration and software developtnent sery ice in the infortnauon technology field. The
cqynpany is hayitig their state-QC-thy-+rt C#ign centers in Bangalore Mun)bai Punc
Coil)ibfltore Chennai ang 'I Ifyyanathapuratn. They has e only one
Tata Cotnpany operates in two .segnynti„ natnely Solhvare l)eveloptnent and Services
and Systems Integration and The businesses constituting Developrnent and Services
segjneot are egnbedded product design seruees (design and des elopinent of hardware
o
and software) innov ation design engineerin (tnechanical de.sign with a focus on
industrial design) and sisual cotnputing labs division. Systetns Integration and
Support offers a range of technical cotnputing solutions spanning high-end cornputing
plat fortns orkin=' Illechanical design autotnation tools enterprise storage solutions
digital Inedia and life sciences solutions through their tie-ups with global leaders in
these respectixe areas.
(hayrrnan Subranoal)lan)
Clxsqutnl+roject

Of 46

Audit Committee Mrs. S Gopinath( Chairperson)

Mr. P McGoldrick
Prof. M.S. Ananth
Stakeholders' Relationship Mr. PG Mankad( Chairman)
Committee Dr. Go ichand Katra adda
Nomination & Remuneration Mrs. S Gopinath (Chairperson)
Committee Mr. N.G. Subramaniam
Mr. P McGoldrick
Corporate Social Responsibility Mrs. S Gopinath (Chairperson)
Committee Mr. P Mankad
Mr. Madhukar Dev
Com an Secretar Mr. G Vaid anathan

19 of 46
 "We will become the preferred partner for our custo:ners by creating world-cla«
products & differentiated solutions through innovation and leading edge technology
We will be an employer of choice, engaging a highly motivated and ernpowered
workforce"

Values

Values form the foundation of business management, providing justification of

behavior and influencing how we conduct our business. Values do not drive the
business; they drive the people within the business. The five values that constitute the
acronytnBRISK, express our understanding of what we believes how we aim to
e, and what we aspire to be as an organization, in today's business environrnent.

B - Benchmark to becotne the

best

R - Recognize contribution fairly

and transparently 1 - e collaboration acro« teatns 10 ,scale together

S needs, bolli extemal and internal

Mit)l+roject

19 @Q
Corporate Social Responsibility Policy
Objective: To improve the quality of life of the communities we serve through long
term stakeholder value creation.
Purpose of our CSR activities Our CSR activities will be designed to:

• Serve — societal, local and national goals in all the locations where we operate

• Create a significant and sustained impact on communities affected by our businesses.

• Provide opportunities for Tata employees to contribute to these efforts through

volunteering.

Funds: At the minimum, what is required by law (e.g. 2% of average net profits of the past
3 years as per India's Cotnpanies Act 2013 for companies operating in India

Geographies: The geographical focus of the company's CSR activities will be u here
vs e have a signi ficant presence. These are the states of Karnataka (Bangalore).
Kerala (Thiruvananthapuram), Tamilnadu (Chennai) and Maharashtra (Pune and
Nfulnbdi i.

Implementation mechanisrn: We will implement our CSR activities in a nurnber of

through our in-house teams, (own trusts/societies if they been up

T Trusts and organizations set up to irnpletnent Tata Group Focus Initiati\ es.

Monitoring Mechanism: Each Of our CSR projects and prograln.s ould

ators and clearly defined outcojne hi ch be

Composition Of our CSR Committee:

The members of our CSR Committee ut the Board are as follows:

I. Mrs. Shyamala Gopinath, Chairperson (Independent Director)

2. Mr. Piyush Mankad, Member, (Indetkndent Director)

3. Mr. Madhukar Dev, Member, (Managing Director)

Areas of focus: CSR eomrnittee Of the Board will recor#rnerid the Company's
Board periodically the focus area ,out the areas, us chedLile V Il of Companies' Act
2013.
 Quality Management System

Tau Llxsi has Very mature quality' managegneni for/ long time. At u cot-myr•dle level, are
ISO 9001 :2000 and ISO 270011 ceF9fiecl. Foe avionics business. have compre it;nsive
quality syste:u.y ich ikjrrn " 101 reqåirements or the slandards mandated by FAA/YA,SAL
Our aavtoni engineeriro team has experience in using uxrious standards part or the several
developlnent projects. We have buill n repository of checklists; guidelines •and templates
for compliance to
IOC) 17813, DC) 254 Since the requirernenls ol' ionics engineerjnc

s•.lrujus helps ecu poi nance:

Searcll
Initiatises for community betterment

Our ardship of the environment

Compliance Report On Corporate Governance 2014- I S

of Conduct: The values and principles which have governed the

manner in which the Tata Group of companies and their employees
have conducted themselves were first formally articulated as the Tata
Code of
Conduct in 1998.This Code was intended to serve as a guide to each
employee on the values, ethics and business principles expected of him or
her -in personal and professional conduct, on which the Tata Group's
reputation and respectability have been built: ver the past 130 years. [t
also is intended to serve as a guideline to eaf'? employee on the values*
ethics, and business principles expected pf h\rp or her in personal and
professional conduct*

Code Conduct ror all Tata Elxsi Eli'lployees

 C ode -of Conduct for Non-Lxeculive Directors

hr: C subscribes the Tata Code or Conduct and upholds eth wu any violal
ion Ihereof In connection ith this er

El xsj
vs
We had targeted grow ing up" ards of 20 per Cent year on year ( Yo Y) und got quite
close to lt. Howes, er. if you •aere to add that er the next few years, you find Ihal
organ•cally cannot gel to Rs 3.000 crore from where we are. Obv tously, there
hau-• to be other events that will help us achie&e the milestone," Dev
said durjng an eatntngs call recently-

Tata V-lxst, 'A htch caters 10 consumer pr€xluct», deferre,

healthcare, media and entertainment, msemiconduclor und transportation sectors
currently, had an impressive growth during the last three years.

SVhile its key client, another Tala Group company Jaguar Land Rover (JLR),
remains largest business contributor providing at least one fifth of its revenues
even today, the auto Sector in general stands more promising for the company in
future 100.

Analysts predict that autornobile Sector itself provide immense ')tential for companies 'like
Elxsi.

"Global R&D Spends by auto sector stand at S 120 billion an: 'Ol' which the outsourcing
proportion IS about 10 per cent and olTshoring io India isuround 0.4 per
•enl, prov idirig irnmetise krowLh potential "t Says recer I analyst report. by
brokerage Molildl Securities. According l? thiÅ report, {ire, v9!nprised 2 per I-enl or
total value of a Vehicle in 2000t now' cornp!ises t 3 per or the total and is expected 10
reach 20 pe! cent \Vilh 40-50 per cent cost ins.s und
111±11 0.4 per cent ' story.

i
expect Tala V.Ixsi consullier electronu-•l-, di about per Cent 10 its

I V ( t, and Ols
during fiscal year 2016 increased by 27 per cent to Rs 1087.07 Crore from R.s 85.3.54
ctore a year ago. The operating profit and net profit loo grew substantially al 52 per cent.
SO pet cent respectively over the prev ious year. No doubt. Mddhukar Dev has played a
key strategic role in delivering these irnpressße numbers,

hear Description
1989 The company was incorporated on 30th March, as a Public
Limited Company and obtained the Certificate of
Commencement of Business on 5th May The Company
was promoted as a joint venture between Tata Industries,
Ltd. (TIL) and Tata Elxsi (Plc.), Ltd, (TEPL)i Singapore,
The Company manufacture multi.processor based
computer systems and components,
• The company entered into a collab ratiori agreement with
TEPL. Under the agreement, t e Company was granted
exc l usive right Oend ,licence by TEPL to B)anufacture
and sell the s stem 6400 in India,
1991 • '310 No, of equity shares? at par, subscribed for by the
signatories to the Memo andyr-n of Association. 9550.000
of equity shares li$?ued at par •of Which the following
were reserved for allotment ori firm basis: (i) 32, 10,180
shares tp Tata Industries, Ltd its associates. and ( il)
20.64,820 $hares to the foreign collaborators Tata Elxsi (Pte)
Ltd., Singapore. Ot the remaining 34475.000 shares, sh.ares
reserved for allotment on a pretecentto; to the employees and
the balance 29.97, SOO offered foc pubil€ subsc n lit ton (all
Ot tea
• I ata to shoucase latest tnn€nullons tn Broadcast. 101 and

Data Anal 'ylics

Tata ACTIVüTE at scr ColkF

anrwurres the Wimer or the 3rd Edition of IGNITE Design
Contest - 'Wearable Technol€u;y: Em isioning the future'

Tala Llxsi joins the Frog by Wyolay community

• Tda Llxsi Shoes cases Advanced Aulornoli y.e Solutions al CES

 Portfolio of Tata Elxsi:

M treCornm Technologies

Niramai Health Analytix

'N!camai

Senses Inc
Sismatik Solutions Pvt I-Id
motik
Slreei Stnart

m
m
Dovvjiloacl to read aclOjee.
play and tnost \ ideos, music, gatnes and Other digital media files from local, netssork
storage media and the intertjeL Sistnatik's product and solidions roadmap Includes
aggregation Of eonietil VitriotL% online shared videos and
content iders along with other Android inletuclive games, Video Calling and
based value-added

'Street Smart

Street Smart is a Chennai Mobile Technology Start-up founded by

Mr.Prahhu SNM (CEO)Slreel for Shopping Cornpanion Mobile d Geo
shopaholies who, belie l) I location based push
'T

ficalions and when

Beacons TechnolC)gy & diseovefldeui . bsiles on the Go.

usiomized by Relailers hdsed• orih indoor

: rot the shoppers can be
navigulio;n , leading' fool prims '10
0 'Liking i, Geo fences. in-store i'
11•ue Relail

Xutomotise electronics: for :lncrewsin: ane

 JO Y •Aide PI odi.ucl des eloprnenl Alid enguneerlltg Tita Llxst brings together cross-technology
expertise in mullirru•€ha, graphics.
and connectivity, a world-class User E xperience design team, and system dev eloprnent capability for 11M!
design driver assistance:
Clxsi brings together imaging, video, and signal processing technologies ith sensor integration and

11MI expertise, 10 support Advanced Driver Assistance features

and