To the Members,

We are pleased to present the Twenty Fifth Annual Report on our business and operations for the year ended 31st March 2018, of Polaris Consulting & Services Limited ("Company").

(Rs. in Lacs, except EPS data)

2. Voluntary Delisting Equity shares of the Company under SEBI (Delisting of Equity Shares) Regulations, 2009

The Company had received the letter from the Promoter shareholder on 26th October 2017 conveying its intention to voluntarily delist the equity shares of the Company in accordance with SEBI (Delisting of Equity Shares) Regulations, 2009.

Subsequently, the Company had received final delisting approval from National Stock Exchange of India Limited ("NSE") and BSE Limited ("BSE") on July 11, 2018. The trading of the Company's shares were discontinued with effect from July 25, 2018 from NSE, BSE and Metropolitan Stock Exchange of India Limited. The delisting was effective from August 1, 2018.

3. Business Performances

The consolidated revenue of the Company from Software Development Services for the year ended March 31, 2018 stood at Rs.262,787.17 lakhs as against the previous year's revenue of Rs.209,498.66 lakhs. The consolidated Net Profit for the fiscal year ended March 31, 2018 stood at Rs.22,635.05 lakhs as against the previous year's Net Profit of Rs.16,244.65 lakhs.

The stand alone revenue of the Company for the year ended March 31, 2018 stood at Rs. 181,730.87 lakhs as against the previous year's revenue of Rs.151,097.91 lakhs. The Stand alone Net Profit for the fiscal year ended March 31, 2018 stood at Rs.18,082.08 lakhs as against the previous year's Net Profit of Rs.9,933.76 lakhs.

The reserves and surplus as of 31st March 2018 stood at Rs.87,906.05 lakhs as against Rs.70,882.88 lakhs of the period as of March 31, 2017.

Details of Subsidiary Companies, Joint Ventures and and their financial position.

Your Company has 15 subsidiary company(ies) for the financial year ended on March 31, 2018 and a Joint Venture company.

The information as required under the first proviso to sub-section (3) of Section 129 is given in Form AOC-1 in Annexure [1]. Further, pursuant to the provisions of Section 136 of the Companies Act, 2013, ("Act") financial statements of the Company,

Consolidated Financial Statements along with the relevant documents and separate audited accounts in respect of the subsidiaries of the Company are available in the website of the Company and the weblink is provided below: www.polarisft.com/investor/ investor.asp.

5. Cash & Cash Equivalents

Your Company's liquidity remains healthy with a cash reserve of Rs.721.53 crores. The DSO is at an impressive 75 days.

6. Share Capital

During the year, under ASOP 2003 Scheme the company has allotted 119,300 equity shares of Rs.5/- each to 36 Associates and under ASOP 2011 Scheme company has allotted 629,425 equity shares of Rs.5/- each to 141 Associates/Directors pursuant to exercise of options granted and under ASOP 2015 Scheme company has allotted 71,650 equity shares of Rs.5/- each to 29 Associates pursuant to exercise of options granted.

As result of the above allotments the paid-up equity share capital of the company was increased from Rs.510,603,770/- comprising of 102,120,754 number of equity shares of Rs.5/- each as on March 31, 2017 to Rs.514,705,645/- comprising of 102,941,129 number of equity shares of Rs.5/- each as on March 31, 2018. The allotted equity shares were listed and traded in the Stock Exchanges.

The information as required under the provisions of Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014, and also the information as required under the Guidance note of ICAI, in relation to ESOPs are set out in the Annexure 2 to the Directors' Report.

During the year under review, the Company has not issued shares with differential voting rights and sweat equity shares.

7. Research and Development Expenses

The details of Research and Development Expenses are as under :

8. Dividend

Pursuant to regulation 43A of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the Board approved a dividend distribution policy at its meeting held on 8th February 2017. The Policy details various consideration based on which the Board may recommend or declare dividend, utilization of retained earnings etc., The policy is available on the company's website at www.polarisft.com/investor/policies and is provided under Annexure 9.

The Company has not declared any dividend during the financial year 2017-18.

As required under the provisions of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer & Refund) Rules, 2016 and Section 124(5) and 125(2)(c) of Companies Act, 2013, dividends that remain unpaid/unclaimed for a period of seven years, are to be transferred to the account administered by the Central Government viz: Investor Education and Protection Fund ("IEPF"). Once the amounts that are due for refund are transferred to the IEPF, no claim shall lie in respect of those amounts against the Company. The Company had transferred unpaid dividend amounts within the stipulated time to the IEPF. During the financial year 2017-18, unpaid or unclaimed dividend for the Final Dividend for the year ended 31st March 2010 declared on 17th July 2010 amounting to Rs.572,839/- was transferred to Investors Education and Protection Fund on 17th August 2017.

As required under Investor Education and Protection Fund Authority (Accounting, Audit, Transfer & Refund) Rules, 2016 the equity shares in respect of which dividend has not been claimed for the financial years mentioned above has been transferred to the IEPF authority in accordance with the aforesaid rules.

The Board draws your attention that the unclaimed/unpaid dividend for the Final Dividend declared for the financial year ended 31st March 2011 are due for transfer to IEPF on 19th August 2018 (Note: Since 19th August 2018 falls on a Sunday, the amount outstanding as on 20th August 2018 will stand tranferred to IEPF). Members, who have not yet encashed their dividend warrant or those, are yet to claim their dividend amounts which were declared on 20/07/2011 for the financial year ended 31st March 2011 may write to the Company/Company's Registrar and Share Transfer Agent, Karvy Computershare Private Limited.

9. Transfer to Reserves

The Company did not transfer any amounts to General Reserve during the year.

10. Business Responsibility Reporting

As per SEBI Circular vide reference SEBI/HO/CFD/CMD/CIR/P/2017/10 dated February 6, 2017, SEBI has mandated the requirement of submission of Business Responsibility Report ("BRR") for top 500 listed entities under Regulation 34(2)(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulation 2015 ("SEBI LODR"). Therefore, the statutory section on Business Responsibility Report has been adopted by the Company and is provided elsewhere in this Annual Report.

11. Corporate Governance

Your Company has been complying with the provisions of Corporate Governance as stipulated in Regulations 24, 27 and other relevant provisions of SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015. A separate report on Corporate Governance along with Auditors' certificate on compliance of the Corporate Governance norms as stipulated in Regulation 34(3) of the SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015 and Management Discussion & Analysis forming part of this report are provided elsewhere in this Annual Report.

12. Policy on Director's Appointment and Remuneration

The Nomination and Remuneration Committee has framed a policy for selection and appointment of Directors including determining qualifications and independence of a Director, Key Managerial Personnel, Senior Management Personnel and their remuneration as part of its charter and other matters provided under Section 178(3) of the Companies Act, 2013. The Policy covering the details of remuneration is provided elsewhere in the Annual Report and the entire policy is hosted in the Company's website at www.polarisft.com. We affirm that the remuneration paid to Directors is as per the remuneration policy of the Company.

13. Internal Financial Control and their adequacy

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business including adherence to the company's policies, the safeguarding of its assets, the prevention and detection of fraud, error reporting mechanism, the accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

14. Significant and Material Orders

There are no significant and material orders passed by the regulators or Courts or Tribunals impacting the status of the going concern of the Company and the Company's operations in future.

However the following events had happened during the period under review-

a. The Company is a party to an adjudication proceeding in accordance with the Securities and Exchange Board of India (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995 ("SEBI Adjudication Rules"), pertaining to alleged dealings in shares in violation of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 ("SEBI PIT Regulations") by Mr. Arun Jain, the Former Chairman and Managing Director of the Company and Mr. R Srikanth, the Former Chief Financial Officer and Compliance officer of the Company. In this regard, the Company had filed settlement application with SEBI on 22nd January, 2018 and application is pending disposal by SEBI.

b. The Company had received a show cause notice from Registrar of Companies, Chennai vide letter reference F. No. 24142/209A/ Follow up/JTA(CL)/2017 dated 26th March 2018 w.r.t the non - compliance of the erstwhile 383A of the Companies Act, 1956. In this regard, the Company had submitted the compounding application and application is pending disposal by Regional Director, Southern Region, Chennai.

c. Ministry of Corporate affairs had condoned the delay in filing of MGT 14 pertaining to the investment made in Hexa Wind Farm Private Limited by the Company vide their order file no. 09/01/2017 CL V dated 25th May 2017. The Company had filed INC - 28 along with the requisite fee as directed in the said order.

15. Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars as prescribed under Section 134(3)(m) of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014, are set out in the Annexure 3 to this Report.

16. Particulars of employees

Information required pursuant to Section 197(12) of Companies Act,2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided as Annexure 4A to this report.

A statement containing inter alia the names of the top 10 employees in terms of remuneration drawn and every employee employed throughout the financial year and in receipt of remuneration of Rs.102 lakhs or more and employees employed for part of the year and in receipt of Rs.8.50 lakhs or more per month pursuant to Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided as Annexure 4B to this report.

In accordance with Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the particulars of employees drawing salary outside India is not forming part of this report. The details of the same are available at the registered office of the Company. Any member interested in obtaining a copy of the same may write to the Company Secretary.

17. Directors' responsibility statement as required under Section 134(5) of the Companies Act, 2013

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Directors of your company confirm that:

a) In the preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

d) The Directors have prepared the Annual Accounts on a "going concern basis".

e) The Board of Directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f) The Board of Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

(a) Board Meetings:

The Board of Directors of the Company met 10 times during 2017-18. The details of various Board Meetings are provided in the Corporate Governance Report. The gap intervening between two meetings of the Board is within the limits as prescribed in the Companies Act 2013.

(b) Changes in Directors & Key Managerial Personnel

Pursuant to the delisting, the following directors have resigned from the Board of Directors of the Company.

(c) Re-Appointment

As per Article 10.22 of the Articles of Association of the Company, one third of the Directors are liable to retire by rotation at the Annual General Meeting of the Company. Mr.Anuranjan Krishan Kalia (DIN:07451682) retires by rotation and being eligible, offers himself for re-appointment at the ensuing Annual General Meeting.

(d) Independent Directors

The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Act, that they meet the criteria of independence as laid down in Section 149(6) of the Act.

(e) Details of remuneration to Directors: The information relating to remuneration of directors as required under Section 197(12) of the Act, is given as part of MGT 9.

The extract of the policy framed by the Nomination and Remuneration committee under the provisions of Section 178(4) of the Act, is as below:

Remuneration policy

The Company's Remuneration Policy is aimed to attract and retain the best talents by ensuring a fair, transparent and equitable remuneration to employees and Directors, based inter alia on individual roles and responsibilities, experience, the performance of the Company and the performance / contribution of the individual employee. The policy enables a framework that allows for fair rewards for the achievement of key deliverables, in line with industry and Group practice.

The Board in consultation with the Nomination and Remuneration Committee decides the remuneration policy for directors, Key Managerial Personnel and Senior Management Personnel. The Company has made adequate disclosures to the members on the remuneration paid to Directors from time to time.

(f) Board Committees

The Company has the following Committees of the Board:

1. Audit Committee

2. Nomination and Remuneration committee

3. Stakeholder's Relationship committee

4. Corporate Social Responsibility committee

5. Risk Management Committee

Sub-committees:

Share transfer Committee M&A Committee

The composition of each of the above Committees, their respective roles and responsibilities is as detailed in the Report of Corporate Governance.

The following committees were reconstituted in the Board Meeting held on 6th August 2018:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Corporate Social Responsibility Committee

4. Risk Management Committee

Audit Committee :

The following Committees of the Board of Directors of the Company were deconstituted in the Board Meeting held on 6th August 2018:

M&A Committee and Risk Management Committee

(g) Board Evaluation

In line with the requirements of the Companies Act, 2013, the Annual Performance Evaluation was conducted for all Board Members as well as the working of the Board and its Committees on 23rd March 2018.

The evaluation was led by the Chairman of the Nomination and Remuneration Committee with specific focus on the performance and effective functioning of the Board. The Board evaluation framework has been designed in compliance with the requirements under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in consonance with Guidance Note on Board Evaluation issued by SEBI. The Board evaluation was conducted through questionnaire having qualitative parameters and feedback based on ratings.

(h) Vigil Mechanism

The Company has established a whistle-blower policy and also established a mechanism for directors and employees to report their concerns. The details of the same is explained in the Corporate Governance Report.

(i) Related Party Transactions

All related party transactions that were entered into during the financial year were on an arm's length basis and were in the ordinary course of business. There are no materially significant related party transactions made by the Company during the year with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.

The details of the related party transactions as required under Section 134(3)(h) read with Rule 8 of the Companies (Accounts) Rules, 2014, is attached as Annexure 5.

19) Statutory Auditors and Report

The Company's Statutory Auditors, M/s.BSR & Co. LLP, Chartered Accountants (firm registration no.101248W/W-100022) issued their report on the Standalone and Consolidated Financial Statements of the company. The Auditors' Report on the Standalone and Consolidated Financial Statements does not contain any qualification, reservation or adverse remarks.

In terms of Section 139 of the Companies Act, 2013, the term of appointment of M/s B S R & Co., LLP appointed at the 23rd Annual General Meeting of the Company held on the 7th July 2016 is till the conclusion of the Annual General Meeting of the Company to be held in the calendar year 2021.

The Board at its meeting held on the 14th May 2018 have approved the ratification of the appointment of auditors in the ensuing Annual General Meeting.

The Company has received a certificate from B S R & Co., LLP Chartered Accountants to the effect that their appointment, if made would be in accordance with the provisions of the Companies Act, 2013, and that they are not disqualified in terms of provisions of the Companies Act, 2013 from being appointed as Statutory Auditors of the Company. B S R & Co., LLP Chartered Accountants are subjected to the peer review process of the Institute of Chartered Accountants of India (ICAI) and hold a valid certificate issued by the peer review Board of the ICAI.

Pursuant to provisions of Section 143(12) of the Companies Act, 2013, the Statutory Auditors have not reported any incident of fraud to the Audit Committee during the year under review.

20) Secretarial Auditors Report :

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Secretarial Audit has been carried out by Mr.S.Bhaskar, BP & Associates, Practising Company Secretary, and his report is annexed as Annexure 6. There are no qualifications, reservations or adverse remarks made by the Secretarial Auditor in his report.

21) Fixed Deposits

Our Company has not accepted any deposits during the financial year and as such, no amount of principal or interest was outstanding as on March 31, 2018.

22) Details of CSR activity through its implementation agencies

Your company has contributed towards CSR activities through Ullas Trust, Computer Shiksha and IIT Madras for the financial year 2017-18. A brief note about their organisations are as given under.

(a) Ullas Trust

A Social initiative started in 1997 with an aim to integrate associates with the larger community to enable them to enjoy the bliss of working with young minds in the country continues to grow into a movement exemplifying the power of inclusive CSR. A seed of an idea sowed in 1997 to "ignite Young Minds" has grown into a movement across 5 states in the country powered by belief that we are making a difference! In its 20 year journey the Ullas movement has grown beyond our associate community to include committed partners to the cause of igniting young minds. These partners include family and friends of our associates, associates from our clients, Civil Society Organizations, and youth from colleges in the districts of Tamil Nadu all united by the common purpose of shaping the thinking of adolescent young students.

Over the 2 decades, Ullas has awarded merit scholarships to more than 54,000 students across Chennai, Delhi, Hyderabad, Mumbai and Pune. While the merit scholarships recognize their academic excellence, these "Young Achievers" as they are called, receive weekend enrichment programs aptly titled as SUMMIT, delivered by our associate community - through packaged modules of 5 interventions of 3 hours each - 15 magical hours per year over the four year period of the child's association with Ullas. This academic year, over 6100 children from Corporation, Government and Government-Aided schools in five cities - Chennai, Delhi, Hyderabad, Mumbai, and Pune attended these intervention programs - that aid not just with life skills but also in designing their thinking. Under the rural re-connect program "Touch The Soil", 2.5 lakh young minds were ignited with the power of "CAN DO" and "Planning" with the active engagement and support of over 1800 volunteers across 105 districts in 5 states.

Ullas - Chennai

Ullas Trust celebrated its 20th Annual workshop on Sep 24th, 2017 at The Madras University Centenary Hall in Chennai. The workshop was all about Igniting Young Minds and celebrating our very own - Ullas Alumnus (our Higher Education Scholars) of over 200+ since 2003. The workshop saw over 3000 grade IX, X and XI Ullas Young Achievers from 218 - Corporation, Government and Government-Aided schools, who not only participated in the aspirational "CAN DO" workshop but also were awarded the Ullas Young Achievers Merit Scholarships. Nearly 100 Ullas Alumnus (Ullas Higher Education Scholars) since 2003 came onstage to share their joy at being a part of the 2 decade celebration of "Being Ullas"! The workshop saw real life role models Smt. Valarmathi N, Deputy Director, PDMSA, Indian Space Research Organization; Shri. Ganesh Kumar, Executive Director, Reserve Bank of India; Dr.

Ruchi Gupta, MD, MPH, Associate Professor of Pediatrics and Medicine, Northwestern University Feinberg School of Medicine - share their life journey - events and incidents that shaped them, inspire and interact with the students. Continuing its endeavor of recognizing and Encouraging Excellence in Education (EEE), 3 schools one each from corporation, government, and government aided were awarded the EEE award. Associate volunteers conducted the weekend enrichment program (SUMMIT) across 7 venues in the city (including our corporate offices) covering over 3,684 young achievers from grade 9-12. As part of the Touch The Soil program, over 350 volunteers visited 445 schools in the 32 districts of TN, igniting over 1.68 lakh grade 9-12 students, conducting the Diary of Dreams and Planning workshop. A total of 4251 scholarships were given to toppers in grade 9 and 10 in the district schools. During this academic year Ullas inducted 63 Higher Education Scholars (25 professional stream, and 38 arts and science students) while continuing to support an overall of 220 Higher Education Scholars who come back as mentors to the incoming Ullas Young Achievers. These Higher Education Scholars not only inspire their juniors but also dazzle the associate mentors with their commitment and thirst to pay it forward! Ullas continues to sponsor Easy Learning English (ELE) program of Vidyarambam Trust (VT) for grade 6 to 8 students in over 25 schools in 5 districts of TN. Vidyarambam Akkas also deliver our SUMMIT interventions to over 1,500 grade 9 and 10 students in 21 schools, further extending the engagement with these young minds! In the spirit of partnering with likeminded partners to reach as many young minds in schools, Talent Quest for India Trust (TQI) a student volunteer body movement has taken the SUMMIT Level 1, 2, 3 and 4 interventions to over 10,000 students (grade 9,10, 11 and 12) in 27 schools, across 21 districts of TN, through their army of over 350 college student volunteers from nearly 50 different colleges. The third edition of Ullas Confluence was held in Feb 2018, to celebrate and recognize these young TQI volunteer mentors from various colleges across the districts who are giving back selflessly. Common purpose and intent unites these partners with Ullas in reaching not just the students from the urban schools but also rural schools enabling dreams and aspirations!

Ullas - Mumbai

Mumbai Ullas chapter conducted the "CAN DO" workshop on 2nd December at Mahakavi Kalidas Natyamandir, celebrating over 540 young achievers from 24 schools (14 Municipal and 10 Govt-Aided schools). The interactive workshop encouraged the students to dream big, and dream big with conviction. Associate volunteers including over 50 volunteers from our client partner - Morgan Stanley conducted SUMMIT in the chapter schools during the weekends - reaching out to a total of 1010 students between grade 9 and 10. As part of the Touch The Soil program, 111 volunteers visited 121 schools in 14 districts covering 18,912 grade 9 and 10 students with 1042 scholarships for the toppers in 9th and 10th, and conducting the Diary of Dreams and Planning workshop for the young minds.

Ullas - Hyderabad

In Hyderabad, 288 students enthusiastically participated in the Annual "CAN DO" Workshop on November 11th, 2017. The Young Achievers enthralled everyone with their rendering of Saraswathi Vandanam and cultural performances. The Diary of Dreams workshop was very interactive and enabled students to share their aspirational dreams. SUMMIT classes also saw our associate volunteers conduct the weekend intervention program for 288 grade 9 students and 271 grade 10 students at 9 school chapters. As part of the Touch the Soil initiative, over 112 associate volunteers, their family and friends went in teams to 219 schools in 32 districts conducting the "CAN DO" and Planning workshop for 32,027 students, along with 1979 merit scholarships for deserving grade 9 and 10 students.

Ullas - Delhi

Ullas NCR chapter conducted the Annual CAN DO workshop on 18th November 2017, at Chinmaya Mission, New Delhi. 267 grade 9 young achievers from 20 government and government-aided schools were inducted into the portals of Ullas Trust. The workshop also saw 45+ associate volunteers who cheered and supported the young achievers. The weekend enrichment program - SUMMIT was conducted by our associate volunteers in school chapters and our corporate office for over 800 young achievers (grade 9 to 12) and was received very well by the students and their school authorities. As part of the Touch The Soil initiative, 37 volunteers travelled to 14 districts of NCR, reaching 11,639 students of grade 9-12 from 41 schools, inspiring and igniting young minds delivering the Diary the Diary of Dreams workshop and Planning workshop, and also with a merit scholarship to 355 toppers in 9th and 10th.

Ullas - Pune

Ullas Pune Chapter continued its engagement with 4 schools this year. The Annual Diary of Dreams workshop was conducted on Dec 2nd, 2017 for incoming young achievers, covering over 200 eager students across three locations. A total of 80 scholarships were awarded in the urban schools as part of the SUMMIT program. Associate volunteers along with family and friends conducted the subsequent weekend enrichment programs in the schools over 8 weekends, covering over 800 grade 9 and 10 students. As part of the Touch The Soil initiative, 40 volunteers went to 8 districts covering 66 district schools, reaching 12236 students from grade 9 and 10 with the diary of dreams and planning workshop. 606 scholarships were given to 5 toppers each from grade 9 and 10 in these 53 schools.

Stepping into its 21st year, the Ullas movement continues to be strengthened not just by our associates but also their family and friends, and strong like-minded partners driven by the common purpose of "igniting young minds" and seeding the "CAN DO" spirit.

(b) Computer Shiksha:

Computer Shiksha is an 80G, 12A certified and FCRA approved non-profit organization, working towards computer literacy among the underprivileged.

Vision is to bridge the divide between haves and have-nots using technology.

Mission

To build an ecosystem for providing Computer Knowledge and Training with passion and commitment, to deliver value in the form of Computer trained people, who use this skill for the betterment of their lives in every possible way.

To use technology to deliver solutions & reduce challenges faced by Underserved communities in every walk of life.

Salient Features of the Organization

AWARD

Computer Shiksha has won the top award in the 'Education & Learning' category amongst 331 entries from NGOs from SAARC countries in the E-NGO challenge, held on 25.02.2017 at Prayag 2017, Surajkund, Faridabad

Computer Shiksha has been certified to be having 'Desirable Norms prescribed for Good Governance of voluntary organizations" by CAI, Credibility Alliance, a global organization certifying NGOs.

To reach 1 lakh students by March 2019 and next target

To reach a million children i.e. 10 lakh children by March 2022

(c) IIT - Madras :

IIT Madras is one among the foremost institute which was established in the year 1959 and is spread over in a campus admeasuring 250 hectares. It is an autonomous statutory organization which is functioning under the Institute of Technology Act. IIT Madras houses 16 departments and has a faculty strength of 582. The number of students are around 9000 and the alumini strength is 44,470.

IIT Madras initiative of Carbon Zero Challenge (CZC) Ensures Environmental Sustainability, promoters education and is working towards a practical problem with mentors from industry and academia.

Polaris Consulting & Services Limited participated in the said initiative partnering with United States Consulate and facilitiated students and provided them with a platform to think innovatively, made them aware of the current environmental issues and look at renewables as the future forward, experiment with their ideas and build prototypes to prove their ideas - Great Learning opportunity, Interact with some of the professionals, as mentors and Support "Make in India" Initiative

Corporate Social Responsibility: Details of the policy and implementation of the CSR activities during the year are as provided under Annexure 8.

23) Audit Committee Recommendation

During the year, all the recommendations of the Audit Committee were accepted by the Board. The Composition of the Audit Committee is as described in the Corporate Governance Report.

24) Extract of Annual Return

The details forming part of the extract of the Annual Return in Form MGT 9 is annexed herewith as Annexure [7].

25) Particulars of Loans, Guarantees and Investments u/s 186

Pursuant to Section 186 of Companies Act, 2013 and Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 disclosure on particulars relating to Loans, Advances, Guarantees and Investments are provided as part of the financial statements.

26) Risk Management Policy:

The Board of Directors of the Company have approved Risk Management Policy in the meeting held on 29th March 2016 as per Regulation 21(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The Policy provides an integrated approach for managing the risks in various aspects of the business. The various risks identified by the Company and its mitigation is provided for in the MD&A.

27) Disclosure as required under Section 22 of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place an Anti Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Internal Complaints Committee ("ICC") has been set up to redress the complaints received regarding sexual harassment. All employees are covered under this policy.

The following is the summary of the complaints received and disposed off during the financial year 2017-18:

28) Listing Fees

The Company confirms that it has paid the annual listing fees for the year 2017-18 as well as 2018-19 to both National Stock Exchange of India Limited and BSE Limited.

29) Acknowledgement

Your Directors take this opportunity to express the gratitude to all investors, clients, vendors, bankers, Regulatory and Government authorities, Stock Exchanges and business associates for their cooperation, encouragement and continued support extended to the Company. Your Directors also wish to place on record their appreciation to the Associates for their continuing support and unstinting efforts in ensuring an excellent all round operational performances at all levels.