CONSOLIDATED FINANCIAL STATEMENTS OF INFOSYS TECHNOLOGIES LIMITED AND ITS SUBSIDIARY

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in Rs. crore Consolidated Balance Sheet as at Schedules June 30, 2002 SOURCES OF FUNDS SHAREHOLDERS' FUNDS Share capital 1 33.09 Reserves and surplus 2 2,263.25 Preference shares issued by subsidiary 3 49.00 2,345.34 APPLICATION OF FUNDS FIXED ASSETS 4 Original cost 1,098.94 Less: Depreciation and amortization 431.75 Net book value 667.19 Add: Capital work-in-progress 89.14 756.33 INVESTMENTS 5 44.71 DEFERRED TAX ASSETS 6 24.84 CURRENT ASSETS, LOANS AND ADVANCES Sundry debtors 7 413.89 Cash and bank balances 8 892.60 Loans and advances 9 723.17 2,029.66 Less: Current liabilities 10 214.53 Provisions 11 295.67 NET CURRENT ASSETS 1,519.46 SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS 17 The schedules referred to above and the notes thereon form an integral part of the consolidated balance sheet. This is the consolidated balance sheet referred to in our report of even date. for Bharat S Raut & Co. Chartered Accountants 2,345.34 S. Balasubrahmanyam Partner N. R. Narayana Murthy Chairman and Chief Mentor Nandan M. Nilekani Chief Executive Officer, President and Managing S. Gopalakrishnan Chief Operating Officer and Deputy Managing Deepak M. Satwalekar Marti G. Subrahmanyam Philip Yeo Jitendra Vir Singh Omkar Goswami Larry Pressler Claude Smadja K. Dinesh S. D. Shibulal T. V. Mohandas Pai and Chief Financial Officer Phaneesh Murthy Srinath Batni V. Balakrishnan Company Secretary and Vice President Finance Bangalore July 10, 2002

in Rs. crore, except per share data Consolidated Profit and Loss Account for the Quarter ended Schedules June 30, 2002 INCOME Overseas 750.62 Domestic 14.10 764.72 COST OF REVENUES 12 377.74 GROSS PROFIT 386.98 SELLING AND MARKETING EXPENSES 13 55.27 GENERAL AND ADMINISTRATION EXPENSES 14 58.03 113.30 OPERATING PROFIT (PBIDT) 273.68 Interest - Depreciation and amortization 40.49 OPERATING PROFIT AFTER INTEREST AND DEPRECIATION 233.19 Other income 15 24.94 NET PROFIT BEFORE TAX 258.13 Provision for taxation 16 42.50 NET PROFIT AFTER TAX 215.63 AMOUNT AVAILABLE FOR APPROPRIATION 215.63 Balance in Profit and Loss Account 215.63 215.63 EARNINGS PER SHARE (Equity shares, par value Rs. 5/- each) Basic 32.58 Diluted 32.28 Number of shares used in computing earnings per share Basic 66,188,530 Diluted 66,795,945 SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS 17 The schedules referred to above and the notes thereon form an integral part of the consolidated profit and loss account. This is the consolidated profit and loss account referred to in our report of even date. for Bharat S Raut & Co. Chartered Accountants S. Balasubrahmanyam Partner N. R. Narayana Murthy Chairman and Chief Mentor Nandan M. Nilekani S. Gopalakrishnan Chief Executive Officer, President Chief Operating Officer and and Managing Deputy Managing Deepak M. Satwalekar Marti G. Subrahmanyam Philip Yeo Jitendra Vir Singh Omkar Goswami Larry Pressler Claude Smadja K. Dinesh S. D. Shibulal T. V. Mohandas Pai and Chief Financial Officer Phaneesh Murthy Srinath Batni V. Balakrishnan Company Secretary and Vice President Finance Bangalore July 10, 2002

in Rs. crore Schedules to the Consolidated Balance Sheet as at June 30, 2002 1. SHARE CAPITAL AUTHORIZED Equity shares, Rs. 5/- par value* 10,00,00,000 equity shares 50.00 ISSUED, SUBSCRIBED AND PAID UP Equity shares, Rs. 5/- par value 6,61,88,530 equity shares fully paid up 33.09 Forfeited shares amounted to Rs. 1,500/- * for details of options in respect of the above shares, refer to note 17.2.9 33.09 2. RESERVES AND SURPLUS Capital reserve 5.94 Share premium account as at April 1, 325.34 Add : Received during the period on conversion of stock options issued to employees 0.40 325.74 General reserve 1,715.94 Balance in profit and Loss Account 215.63 3. PREFERENCE SHARES ISSUED BY SUBSIDIARY 2,263.25 AUTHORIZED 0.0005% Cumulative convertible preference shares, Rs. 100/- par value 43,75,000 preference shares 43.75 ISSUED, SUBSCRIBED AND PAID UP 0.0005% Cumulative convertible preference shares, Rs. 100/- par value 43,75,000 preference shares fully paid up* 43.75 Premium received on issue of preference shares 5.25 49.00 * for details of the terms relating to the preference shares, refer to note 17.2.18

CONOLIDATED FINANCIAL STATEMENTS OF INFOSYS TECHNOLOGIES LIMITED AND ITS SUBSIDIARY Schedules to the Consolidated Balance Sheet 4. FIXED ASSETS Particulars In Rs. crore Original cost Depreciation and amortization Net book value Cost as at Additions Deletions Cost as at As at For the Deductions As at As at April 1, during the during the June 30, April 1, period during the June 30, June 30, 2002 period period 2002 2002 period 2002 2002 Land free-hold 15.86 - - 15.86 - - - - 15.86 Land - lease-hold 27.84 0.48-28.32 - - - - 28.32 Buildings 285.33 49.63-334.96 27.89 5.15-33.04 301.92 Plant and machinery 183.87 18.20 0.07 202.00 77.84 7.69 0.05 85.48 116.52 Computer equipment 287.89 15.50 0.94 302.45 216.63 20.22 0.93 235.92 66.53 Furniture and fixtures 159.46 17.80 0.88 176.38 70.51 6.42 0.79 76.14 100.24 Vehicles 0.35 - - 0.35 0.16 0.01-0.17 0.18 Intangible assets Intellectual property rights - 38.62-38.62-1.00-1.00 37.62 960.60 140.23 1.89 1,098.94 393.03 40.49 1.77 431.75 667.19 Note: Buildings include Rs. 250/- being the value of 5 shares of Rs. 50/- each in Mittal Towers Premises Co-operative Society Limited.

in Rs. crore Schedules to the Consolidated Balance Sheet as at June 30, 2002 5. INVESTMENTS Trade (unquoted) - at cost Long- term investments 67.06 Less: Provision for investments 22.35 44.71 Aggregate of unquoted investments - carrying value / cost 44.71 6. DEFERRED TAX ASSETS Fixed assets 16.36 Investments 5.84 Sundry debtors 2.64 24.84 7. SUNDRY DEBTORS Debts outstanding for a period exceeding six months Unsecured considered doubtful 6.56 Other debts Unsecured considered good 413.89 considered doubtful 8.84 429.29 Less: Provision for doubtful debts 15.40 413.89 8 CASH AND BANK BALANCES Cash on hand 0.02 Balances with scheduled banks In current accounts * 13.32 In deposit accounts in Indian rupees 656.27 In deposit accounts in foreign currency 148.17 Balances with non-scheduled banks In current accounts 74.82 892.60 *includes balance in unclaimed dividend account 8.18

in Rs. crore Schedules to the Consolidated Balance Sheet as at June 30, 2002 9. LOANS AND ADVANCES Unsecured, considered good Advances prepaid expenses 13.77 advances paid for supply of goods and rendering of services 2.78 others 4.57 21.12 Unbilled revenues 46.58 Advance income tax 262.21 Loans and advances to employees * housing and other loans 88.32 salary advances 25.63 Electricity and other deposits 9.25 Rental deposits 11.09 Deposits with financial institutions / body corporate 256.94 Deposits with government authorities 0.01 Other assets 2.02 723.17 Unsecured, considered doubtful Loans and advances to employees 0.44 723.61 Less: Provision for doubtful loans and advances to employees 0.44 723.17 * includes dues by non-director officers of the company 2.13 Maximum amounts due by non-director officers at any time during the year 2.40 10. CURRENT LIABILITIES Sundry creditors for capital goods 0.16 for goods 0.44 for accrued salaries and benefits salaries 3.08 bonus and incentives 47.24 Leave provisions 23.12 for other liabilities provision for expenses 25.66 retention monies 9.21 withholding and other taxes payable 15.37 for purchase of intellectual property rights 27.16 others 1.97 153.41 Advances received from clients 7.79 Unearned revenue 45.15 Unclaimed dividend 8.18 11. PROVISIONS 214.53 Provision for income taxes 282.69 post-sales client support 12.98 295.67

In Rs. crore Schedules to the Consolidated Profit and Loss Account for the quarter ended June 30, 2002 12. COST OF REVENUES Salaries and bonus including overseas staff expenses 297.72 Staff welfare 1.69 Contribution to provident and other funds 6.48 Foreign travel expenses 37.23 Consumables 1.16 Cost of software packages for own use 9.82 service delivery to clients 6.89 Rent 0.02 Computer maintenance 1.86 Communication expenses 7.17 Consultancy charges 5.73 Provision for post-sales client support 1.97 377.74 13. SELLING AND MARKETING EXPENSES Salaries and bonus including overseas staff expenses 30.22 Staff welfare 0.13 Contribution to provident and other funds 0.09 Foreign travel expenses 8.70 Consumables 0.02 Cost of software packages for own use 0.01 Communication expenses 0.06 Traveling and conveyance 0.15 Rent 0.91 Telephone charges 1.06 Professional charges 2.27 Printing and stationery 0.37 Advertisements 0.16 Brand building 7.99 Office maintenance 0.13 Power and fuel 0.04 Insurance charges 0.02 Rates and taxes 0.11 Bank charges and commission 0.01 Commission charges 1.51 Marketing expenses 1.11 Sales promotion expenses 0.15 Other miscellaneous expenses 0.05 55.27

In Rs. crore Schedules to the Consolidated Profit and Loss Account for the quarter ended June 30, 2002 14. GENERAL AND ADMINISTRATION EXPENSES Salaries and bonus including overseas staff expenses 12.39 Contribution to provident and other funds 0.79 Foreign travel expenses 1.80 Traveling and conveyance 2.98 Rent 5.25 Telephone charges 3.65 Legal and professional charges 6.60 Printing and stationery 1.66 Advertisements 0.65 Office maintenance 3.95 Repairs to building 1.87 Repairs to plant and machinery 1.16 Power and fuel 5.70 Recruitment and training 0.02 Insurance charges 1.98 Rates and taxes 1.54 Donations 1.67 Auditor s remuneration audit fees 0.07 out-of-pocket expenses 0.01 Provision for bad and doubtful debts 0.07 Provision for doubtful loans and advances (0.04) Bank charges and commission 0.16 Commission to non-whole time directors 0.24 Postage and courier 1.25 Books and periodicals 0.24 Freight charges 0.11 Professional membership and seminar participation fees 0.82 Foreign currency translation differences 0.01 Transaction processing fee and filing fees 1.25 Preliminary expenses on incorporation of subsidiary 0.01 Miscellaneous expenses 0.17 15. OTHER INCOME Interest received on deposits with banks and others* 17.71 Exchange differences 6.50 Miscellaneous income 0.73 24.94 *Tax deducted at source 3.23 16. PROVISION FOR TAXATION Current year Income taxes 43.12 Deferred taxes (0.62) 58.03 42.50