Alti Infrastructure Systèmes & Réseaux FY that ended on 31 March 2017

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1 ENGLISH TRANSLATION FOR IDENTIFCATION PURPOSES ONLY Alti Infrastructure Systèmes & Réseaux FY that ended on 31 March 2017 Auditor's report on annual accounts ERNST & YOUNG Audit

2 Alti Infrastructure Systèmes & Réseaux FY that ended on 31 March 2017 Auditor's report on annual accounts To the single shareholder, In the exercise of the mission that was entrusted to us by virtue of your Memorandum and articles of association, we hereby present you our report on the financial year that ended on 31 March 2017 on: * annual accounts verification of the company Alti ISR enclosed with this report * justification of our assessment * specific statutory verifications and information The annual accounts have been signed off by the Chairman. We have to express our opinion on these accounts. I. Opinion on our annual accounts We have conducted our audit as per the professional standards applicable in France. These standards require diligences performed that would guarantee that the annual account do not contain significant anomalies. An audit involves random sampling or other methods of selection of items to justify the amounts and the information that figure in the annual accounts. It is also appropriate to consider the accounting principles that served as the basis, significant estimations considered and the presentation of the set of accounts. We are of the opinion that the information that we have collected is enough and appropriate to form our opinion. We hereby certify that the annual accounts are, in view of the French account rules and principles, are compliant and accurate and give the right picture of the operational results of the bygone FY as well as of the financial and assets situation of the company at the end of the FY.

3 II. Justification of the assessment In compliance with the provisions of article L of the Code de Commerce dealing with the justifications of our assessments, we hereby confirm that the assessments we have done are based on appropriate accounting principles, on the reasonability of significant estimations and on appropriate presentation of the accounts. The assessments are therefore part of our audit of annual accounts as a whole and have contributed to our opinion expressed in the first section of this report. III. Specific verifications and information We have also gone on, in compliance with the professional standards applicable in France, to specific verifications, as stipulated legally. We do not have any remarks on the sincerity and coherence of the annual accounts with respect to the information given out in the management report by the Chairman and the documents sent out to the single shareholder on the financial situation and annual accounts. Paris-La Défense, 29 May 2017 Auditors ERNST & YOUNG Audit Denis Thibon Alti Infrastructure Systèmes & Réseaux FY that ended on 31 March

4 ALTI ISR 31 March 2017 COMPANY ACCOUNTS

5 Financial Statement (Thousands of Euro) ASSET 31/03/ /03/2016 Gross Provisional Net Net CAPITAL SUBSCRIBED depreciation AND UNCALLED FIXED ASSETS Intangible assets Tangible assets Financial assets CURRENT ASSETS TOTAL I Trade and accounts receivables Other receivables ,145 Investment securities Cash balance TOTAL II ,296 PREPAID EXPENSES TOTAL ASSETS ,296 EQUITY CAPITAL LIABILITIES 31/03/ /03/2017 Registered capital Paid-in capital from equity issues, mergers or acquisitions Reserves Carry forward account (473) (455) Result for the FY (197) (17) TOTAL I (166) 31 PROVISIONS FOR RISKS AND CHARGES DEBTS TOTAL II 140 Loans and financial debts Accounts payables Tax liability and social security debt Other debts TOTAL III 255 1,125 ACCRUED LIABILITIES 1 TOTAL OF LIABILITIES 89 1,296 Page 2 of 12

6 Profit and loss statement (thousands of Euro) INCOME STATEMENT 31/03/ /03/2016 Revenues (excluding tax) 369 1,613 Operating income 141 (1) TOTAL OPERATING INCOME 510 1,612 Other operating charges Taxes and other contributions (10) 20 Staff cost Depreciation and allowances TOTAL OPERATING CHARGES , OPERATING PROFIT (211) (36) Financial income Financial charges Financial income PRE-TAX OPERATING PROFIT (197) (21) Extraordinary income Extraordinary charges 4 4. EXTRAORDINARY PROFIT OR LOSS 0 4 Tax on profits Employee profit sharing 5. NET PROFIT (197) (17) Page 3 of 12

7 APPENDIX - COMPANY ALTI ISR As on 31 March 2017 Page 4 of 12

8 I. Nature of the activity and accounting standards The company ALTI ISR, simplified joint-stock company, has been launched on 18 January This company offers infrastructure and network-related services related to system. ALTI ISR registered office is at 88 rue de Villiers à Levallois Perret. Appendix to the balance sheet before appropriation for the FY, showing a total of Euros and the income statement of the FY presented as a list, showing revenues of 369,143 Euros and losses amounting to 196,755 Euros. The FY was 12 months long, from 1 April 2016 to 31 March The notes and the tables below are an integral part of the annual accounts. The accounts for the bygone FY were drawn up and presented in compliance with accounting rules and principles stipulated by articles to and the subsequent ones of the Plan comptable général The basis for evaluating the items recorded in the accounts is the historical-cost method. The evaluation methods chosen for this year have remained identical to those applicable the previous year. Accounting conventions have been applied in compliance with the stipulations of the Code of Commerce, accounting decree dated 29/11/83 as well as the rule ANC on the rewriting the Plan comptable général applicable to the closing of a FY. As per the going-concern principle of the company, our holding company, ALTI SA, has confirmed its support to ALTI ISR S.A.S for a period of twelve months starting from the general meeting that is to vote on the accounts for the FY that ended on 31 March 2017, given that similar guarantee is ensured to ALTI SA by the holding company TCS NETHERLANDS B.V. II. None. Characteristic facts of the period III. None. Noteworthy events following closure Page 5 of 12

9 IV. Accounting principles - Method of evaluation chosen for certain items in the income statement Client receivables and recognition of revenues Successive contracts (T&M): Services provided and not billed on the date of closing, in case of T&M contracts are considered as due for billing. Fixed price contracts: Only that percentage of the fixed price contracts that has been performed is taken into consideration. According to this method, the revenue tagged to each contract is pro-rata to the time spent by associates as on the date of accounts closing. When the amount of predictable costs for completion of an engagement could potentially record a loss, a provision for this risk is made based on the best available estimate of the losses at the date of accounts closing. Receivables: Receivables are considered at their nominal value. A depreciation allowance is made on a case by case basis when the inventory value is lower than the book value, depending upon the risks of non-recovery. Provision for risks and charges At the closing of accounts, provisions have to be made for risks and charges that have been identified but not factored, and are likely to result as a consequence of the events that have occurred over the financial year. These provisions are estimated on a case by case basis, depending upon the information available. Credit risk Financial instruments that pose a credit risk to the company include mainly cash and cash equivalents, investments in securities and client receivables. The company's liquid assets are expressed in Euro. Information regarding CICE Receivables from CICE worth 6,778 Euros were deducted from personnel-related expenses. The company has not requested for any pre-financing for this process. Page 6 of 12

10 V. Notes on the income statement V.1 Intangible assets None V.2 Tangible assets None V.3 Customer receivables Payment term of customer receivables in less than one year. in K Euro 31 March March 2016 Prepaid expenses Invoices to be established Total V.4 Accrued liabilities and income in K Euro 31 March March 2016 Accrued income Clients - yet to be billed Status - receivables Accrued charges Vendors - bills not received Tax and social security debts V.5 Income and charges related to another financial year Prepayments or unearned income is to be considered at the end of this FY Page 7 of 12

11 V.6 Items relative to the companies that are part of the group in K Euro 31 March March 2016 ASSETS Customer receivables Clients - yet to be billed Current account Other credits Total 5 1,142 LIABILITIES Accounts payables Vendors - bills not received Current account Other payables Total 135 1,004 V.7 Equity capital The capital is made up of shares of face value 10 each, 100 % of which are held by the company ALTI. V.8 Provision for risks and charges Prud'homme litigations for which a provision of 140K Euros has been made, have been closed this FY representing a charge of 124 K Euro, all included. V. 9 Vendor and account payables Payment term of accounts payables is less than a year. in K Euro 31 March March 2016 Accounts payables Vendor payables - Group Vendors - bills not received Vendors - bills not received - Group Total Page 8 of 12

12 Page 9 of 12

13 V. 10 Other receivables and debts in K Euro 31 March March 2016 OTHER CREDITS Current account Tax credits Vendor debtor Miscellaneous Total 71 1,145 OTHER PAYABLES Current account Client receivables Miscellaneous Total VI. Notes on the income statement VI. 1 Turnover The turnover stood at 369 K for the financial year against 1,613 K over the previous financial year. It is entirely made up of services provided in France. VI.2 Headcount At the close of the FY, the headcount is 6 against 8 associates on 31 March Men Women Executives 5 1 Page 10 of 12

14 VI.3 Expense and income relative to the companies that are part of the group in K Euro 31 March March 2016 EXPENSES Outsourcing Management fees Other external expenses Financial expenses Total PRODUCTS Services Interest on loans 369 1, Total 384 1,629 VI.4 Financial income and charges Interests on current account advances contribute to the result of this FY. VI.4 Extraordinary income and charges None. VI.6 Corporate taxes and employee profit sharing None Impact of tax provisions on the result is as follows: in K Euro 31 March March 2016 Corporate tax Research tax credit Employee profit-sharing Total As on 31 March 2017, the amount of deficits to be carried forward amounts to 700 KEuros. Page 11 of 12

15 VII. Off- balance sheet commitments Commitments related to retirement benefits These commitments amount to 14,348 Euro as on 31/03/2017. VIII. Identity of the holding company ALTI ISR has been acquired by the company Tata Consultancy Services since 28 June ALTI ISR is held 100% by ALTI SA, into which it is consolidated. IX. Directors remuneration None. Page 12 of 12

16 ALTI ISR 31 March 2017 COMPANY ACCOUNTS

17 Financial Statement (Thousands of Euro) ASSET 31/03/ /03/2016 Gross Provisional Net Net CAPITAL SUBSCRIBED depreciation AND UNCALLED FIXED ASSETS Intangible assets Tangible assets Financial assets CURRENT ASSETS TOTAL I Trade and accounts receivables Other receivables ,145 Investment securities Cash balance TOTAL II ,296 PREPAID EXPENSES TOTAL ASSETS ,296 EQUITY CAPITAL LIABILITIES 31/03/ /03/2017 Registered capital Paid-in capital from equity issues, mergers or acquisitions Reserves Carry forward account (473) (455) Result for the FY (197) (17) TOTAL I (166) 31 PROVISIONS FOR RISKS AND CHARGES DEBTS TOTAL II 140 Loans and financial debts Accounts payables Tax liability and social security debt Other debts TOTAL III 255 1,125 ACCRUED LIABILITIES 1 TOTAL OF LIABILITIES 89 1,296 Alti ISR - Appendix to annual accounts as on 31 March / 12

18 Profit and loss statement (thousands of Euro) INCOME STATEMENT 31/03/ /03/2016 Revenues (excluding tax) 369 1,613 Operating income 141 (1) TOTAL OPERATING INCOME 510 1,612 Other operating charges Taxes and other contributions (10) 20 Staff cost Depreciation and allowances TOTAL OPERATING CHARGES , OPERATING PROFIT (211) (36) Financial income Financial charges Financial income PRE-TAX OPERATING PROFIT (197) (21) Extraordinary income Extraordinary charges 4 4. EXTRAORDINARY PROFIT OR LOSS 0 4 Tax on profits Employee profit sharing 5. NET PROFIT (197) (17) Alti ISR - Appendix to annual accounts as on 31 March / 12

19 APPENDIX - COMPANY ALTI ISR As on 31 March 2017 Alti ISR - Appendix to annual accounts as on 31 March / 12

20 I. Nature of the activity and accounting standards The company ALTI ISR, simplified joint-stock company, has been launched on 18 January This company offers infrastructure and network-related services related to system. ALTI ISR registered office is at 88 rue de Villiers à Levallois Perret. Appendix to the balance sheet before appropriation for the FY, showing a total of Euros and the income statement of the FY presented as a list, showing revenues of 369,143 Euros and losses amounting to 196,755 Euros. The FY was 12 months long, from 1 April 2016 to 31 March The notes and the tables below are an integral part of the annual accounts. The accounts for the bygone FY were drawn up and presented in compliance with accounting rules and principles stipulated by articles to and the subsequent ones of the Plan comptable général The basis for evaluating the items recorded in the accounts is the historical-cost method. The evaluation methods chosen for this year have remained identical to those applicable the previous year. Accounting conventions have been applied in compliance with the stipulations of the Code of Commerce, accounting decree dated 29/11/83 as well as the rule ANC on the rewriting the Plan comptable général applicable to the closing of a FY. As per the going-concern principle of the company, our holding company, ALTI SA, has confirmed its support to ALTI ISR S.A.S for a period of twelve months starting from the general meeting that is to vote on the accounts for the FY that ended on 31 March 2017, given that similar guarantee is ensured to ALTI SA by the holding company TCS NETHERLANDS B.V. II. None. Characteristic facts of the period III. None. Noteworthy events following closure Alti ISR - Appendix to annual accounts as on 31 March / 12

21 IV. Accounting principles - Method of evaluation chosen for certain items in the income statement Client receivables and recognition of revenues Successive contracts (T&M): Services provided and not billed on the date of closing, in case of T&M contracts are considered as due for billing. Fixed price contracts: Only that percentage of the fixed price contracts that has been performed is taken into consideration. According to this method, the revenue tagged to each contract is pro-rata to the time spent by associates as on the date of accounts closing. When the amount of predictable costs for completion of an engagement could potentially record a loss, a provision for this risk is made based on the best available estimate of the losses at the date of accounts closing. Receivables: Receivables are considered at their nominal value. A depreciation allowance is made on a case by case basis when the inventory value is lower than the book value, depending upon the risks of non-recovery. Provision for risks and charges At the closing of accounts, provisions have to be made for risks and charges that have been identified but not factored, and are likely to result as a consequence of the events that have occurred over the financial year. These provisions are estimated on a case by case basis, depending upon the information available. Credit risk Financial instruments that pose a credit risk to the company include mainly cash and cash equivalents, investments in securities and client receivables. The company's liquid assets are expressed in Euro. Information regarding CICE Receivables from CICE worth 6,778 Euros were deducted from personnel-related expenses. The company has not requested for any pre-financing for this process. Alti ISR - Appendix to annual accounts as on 31 March / 12

22 V. Notes on the income statement V.1 Intangible assets None V.2 Tangible assets None V.3 Customer receivables Payment term of customer receivables in less than one year. in K Euro 31 March March 2016 Prepaid expenses Invoices to be established Total V.4 Accrued liabilities and income in K Euro 31 March March 2016 Accrued income Clients - yet to be billed Status - receivables Accrued charges Vendors - bills not received Tax and social security debts V.5 Income and charges related to another financial year Prepayments or unearned income is to be considered at the end of this FY Alti ISR - Appendix to annual accounts as on 31 March / 12

23 V.6 Items relative to the companies that are part of the group in K Euro 31 March March 2016 ASSETS Customer receivables Clients - yet to be billed Current account Other credits Total 5 1,142 LIABILITIES Accounts payables Vendors - bills not received Current account Other payables Total 135 1,004 V.7 Equity capital The capital is made up of shares of face value 10 each, 100 % of which are held by the company ALTI. V.8 Provision for risks and charges Prud'homme litigations for which a provision of 140K Euros has been made, have been closed this FY representing a charge of 124 K Euro, all included. V. 9 Vendor and account payables Payment term of accounts payables is less than a year. in K Euro 31 March March 2016 Accounts payables Vendor payables - Group Vendors - bills not received Vendors - bills not received - Group Total Alti ISR - Appendix to annual accounts as on 31 March / 12

24 Alti ISR - Appendix to annual accounts as on 31 March / 12

25 V. 10 Other receivables and debts in K Euro 31 March March 2016 OTHER CREDITS Current account Tax credits Vendor debtor Miscellaneous Total 71 1,145 OTHER PAYABLES Current account Client receivables Miscellaneous Total VI. Notes on the income statement VI. 1 Turnover The turnover stood at 369 K for the financial year against 1,613 K over the previous financial year. It is entirely made up of services provided in France. VI.2 Headcount At the close of the FY, the headcount is 6 against 8 associates on 31 March Men Women Executives 5 1 Alti ISR - Appendix to annual accounts as on 31 March / 12

26 VI.3 Expense and income relative to the companies that are part of the group in K Euro 31 March March 2016 EXPENSES Outsourcing Management fees Other external expenses Financial expenses Total PRODUCTS Services Interest on loans 369 1, Total 384 1,629 VI.4 Financial income and charges Interests on current account advances contribute to the result of this FY. VI.4 Extraordinary income and charges None. VI.6 Corporate taxes and employee profit sharing None Impact of tax provisions on the result is as follows: in K Euro 31 March March 2016 Corporate tax Research tax credit Employee profit-sharing Total As on 31 March 2017, the amount of deficits to be carried forward amounts to 700 KEuros. Alti ISR - Appendix to annual accounts as on 31 March / 12

27 VII. Off- balance sheet commitments Commitments related to retirement benefits These commitments amount to 14,348 Euro as on 31/03/2017. VIII. Identity of the holding company ALTI ISR has been acquired by the company Tata Consultancy Services since 28 June ALTI ISR is held 100% by ALTI SA, into which it is consolidated. IX. Directors remuneration None. Alti ISR - Appendix to annual accounts as on 31 March / 12

G.I.E. PSA Trésorerie Year ended December 31, 2015

G.I.E. PSA Trésorerie Year ended December 31, 2015 This is a free translation into English of the statutory auditors report on the financial statements issued in French and it is provided solely for the convenience of Englishspeaking users. The statutory