|
To the Members of LTM Limited
(Formerly known as LTIMindtree Limited)
Your Directors have pleasure in presenting the Integrated Annual Report
along with the Audited Financial Statements of LTM Limited (LTM' or the
Company') for the year ended March 31,2026 (FY26').
FINANCIAL RESULTS
(I in Million)
Particulars |
Standalone |
Consolidated |
| 2025-26 |
2024-25 |
2025-26 |
2024-25 |
Revenue from operations |
404,822 |
366,825 |
423,076 |
380,081 |
Other income |
11,787 |
9,738 |
10,944 |
9,897 |
Total revenues |
416,609 |
376,563 |
434,020 |
389,978 |
Employee benefit expense |
238,813 |
225,961 |
262,869 |
246,226 |
Sub-contracting expenses |
42,148 |
36,271 |
32,369 |
26,312 |
Finance costs |
2,659 |
2,707 |
2,763 |
2,789 |
Depreciation and amortization
expenses |
9,732 |
9,043 |
10,541 |
9,915 |
Other expenses |
51,583 |
42,894 |
52,286 |
42,594 |
Total expenses |
344,935 |
316,876 |
360,828 |
327,836 |
Profit before tax and
exceptional items |
71,674 |
59,687 |
73,192 |
62,142 |
Exceptional Items |
(5,281) |
- |
(5,281) |
- |
Profit before tax |
66,393 |
59,687 |
67,911 |
62,142 |
Tax expense |
(17,056) |
(15,222) |
(18,084) |
(16,122) |
Profit for the year |
49,337 |
44,465 |
49,827 |
46,020 |
The Company has not transferred any amount from profit and loss to
general reserve during the current financial year.
PERFORMANCE OF THE COMPANY
On a consolidated basis, revenue for the year was INR 423,076
Million with an increase of 11.3% in rupee terms. The increase in revenue is
attributable to growth across all verticals, predominantly Manufacturing & Resources,
Consumer Business and Healthcare, Life Sciences & Public Services. Profit after tax on
a consolidated basis for the year was INR 49,827 Million, with an increase of 8.3%.
For more details, refer to the Financial Performance' section in the Management
Discussion and Analysis, which forms part of this Integrated Annual Report.
NEW BRAND IDENTITY & POSITIONING
During the year under review, the Company unveiled its new brand
identity LTM' and positioning as the Business Creativity partner
on February 11, 2026 followed by change of name to LTM Limited'. This is
a defining moment for the Company, and reflects how LTM's technology capabilities and
deep domain expertise converge to create meaningful stakeholder value.
This is more than a name change; it is a declaration of the
Company's intent. In the Agentic Enterprise era, where access to advanced technology
is no longer a differentiator, competitive advantage belongs to those who combine
intelligent systems with deep industry expertise, operational context, and disciplined
execution. LTM brings together the very best of human insights and intelligent systems to
help clients create meaningful value applying LTM's deep domain and technology
expertise with creativity, precision, and accountability.
This is what we call Business Creativity.
Our new brand platform, Outcreate', defines how we
challenge traditional business processes, reframe industries, and own outcomes for our
clients. For our partners, it means building solutions that scale impact, not complexity.
For our associates, it means bringing a creator's mindset to every engagement,
helping clients not just outperform in their market, but to Outcreate it.
Throughout FY26, we have continued to build on our pivot to an
AI-centric organization. Our BlueVerse agentic AI ecosystem is accelerating the AI
concept-to-value journey for our clients reimagining operations, boosting
productivity, and shaping new customer experiences. We have expanded our hyperscaler
partnerships, embedded AI across our own processes, and deepened our capacity to deliver
integrated, AI-led impact at scale.
Today, we are no longer defined solely by the programs we deliver, but
how we're able to create new ways of working, new productivity paradigms, and new
roads to value for over 700 clients across 40 countries.
As we look ahead, we do so with conviction. Our brand transformation is
not the culmination of a journey; it should be seen as the beginning of a new era and a
clear sign that we are ready to lead in it. One shaped by the convergence of human
insights and intelligent systems, defined by outcomes, with an enduring belief in
creativity as a force for enterprise transformation.
CHANGE IN NAME OF THE COMPANY
In order to align the Company's legal identity with its new brand,
the name of the Company was changed from "LTIMindtree Limited" to "LTM
Limited", pursuant to the applicable provisions of the Companies Act, 2013
(the Act') read with the rules made thereunder, SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations'), and
other applicable laws. The Members of the Company approved the change of name on March
13, 2026, and subsequently, a fresh Certificate of Incorporation pursuant to change of
name was issued by the Registrar of Companies, Central Processing Centre on March 17,
2026.
Further, the Memorandum of Association and Articles of Association of
the Company have been amended to reflect the new name, and the updated documents are
available on the Company's website.
HUMAN RESOURCE
Engagement: LTM's engagement framework, Rhythm, embeds
engagement into the everyday employee experience through four pillarsConnect,
Collaborate, Learn, and Growdelivered via purpose-led initiatives like:
a. Palettes (Q1FY26) - an initiative designed to create memorable
shared experiences through color, expression, and artistic exploration.
b. Stepathon (Q2FY26) - a global fitness challenge that combined
physical well-being with meaningful social impact.
c. Symphony (Q3FY26) - celebration of organizational growth and the
collective journey of LTM's people.
d. Let's Outcreate Together (Q4FY26) - a celebration designed to
align associates with the renewed brand purpose and narrative.
These quarterly activities were further supported by other meaningful
engagement forums like the LTM Models Podcast' and VIBE', culture
magazine. As part of our continuous effort to reimagine the employee experience, LTM has
also integrated RAIma, LTM's HR super-agent to support associates across various
aspects of the employee lifecycle. This innovation strengthens connectedness,
participation, and accountability while sustaining service delivery and workplace energy.
Employee Value Proposition: LTM's Employee Value Proposition
positions talent as a strategic enabler of resilience, innovation, and sustainable growth
in a rapidly evolving global environment. Anchored in a geo-focused talent strategy,
the Company combines localized hiring with global capability, culture, and performance
standards to build distributed, future-ready teams that enhance delivery resilience and
customer proximity. Through clear career pathways, continuous learning, inclusive and
performance-driven culture, holistic well-being programs, and strong recognition
platforms, LTM strengthens engagement, leadership depth, and retention of critical skills.
Underpinned by its AI-first philosophy and Business Creativity mindset, LTM
empowers employees to own outcomes, drive innovation, and ensure operational
continuitypositioning human capital as a long-term competitive advantage for
stakeholders.
Career and Learning: LTM's integrated learning and talent
ecosystem strengthens leadership continuity, workforce agility, and delivery resilience at
scale. Through enterprise-wide programs such as Learn. Grow. Lead. (LGL) and MPower,
the organization has reported strong NPS scores ranging from 74% to 87%, while also
building role readiness and managerial effectiveness across levels, engaging over 3,500
employees with consistently strong participation and satisfaction outcomes. Talent
Framework 3.0 and structured succession planning further de-risk growth by
strengthening internal talent pipelines through proactive reskilling, precision skill
mapping, data-driven workforce deployment, and improved internal staffing. Anchored by the
Shoshin School - a robust digital learning platform, LTM ensures sustained
capability development across geographies and career stagessupporting innovation,
operational continuity, and long-term value creation.
Leadership Development: LTM continues to strengthen leadership
depth through a differentiated portfolio of targeted development initiatives. iInspire accelerates
the leadership journeys of high potential women through immersive, institution-led
experiences focused on self-exploration, career ownership, and business impact, with the
upcoming cohort themed "Leading Beyond Boundaries." Leadership Labs provides
a structured ecosystem for future-ready leaders to build self awareness and capability
through assessments, feedback, and personalized development journeys. The Sales
Enablement Journey strengthens consultative selling and account leadership within the
Global Sales Organization through live-deal application and CXO-level engagement pilots. The
Next Gen Project Manager Leadership Program, delivered with SDA Bocconi, prepares
mid-senior project managers to lead complex, business-critical programs with strategic and
cross-functional excellence. These efforts are complemented by Leadership Odyssey and
Reflective Lens, which deepen collective leadership identity, strengthen feedback
culture, and translate reflection into sustained leadership behaviors.
Talent Acquisition: During FY26, LTM accelerated its AI-first
transformation across Workforce Management and Talent Acquisition to enhance speed,
scale, accuracy, and experience across the talent lifecycle. Al-enabled demand capture, JD
generation, and advanced demand-supply matching strengthened fulfilment accuracy and
internal talent mobility, forming the foundation of a self-service Talent Marketplace.
Across Talent Acquisition, Al adoption spanned intelligent sourcing, document validation,
and predictive joiner analyticscompressing cycle times, improving hiring
predictability, and enhancing candidate experience. Together, these initiatives have
transformed Workforce Management and Talent Acquisition into data-driven, insight-led
functions, improving recruiter productivity, stakeholder bandwidth, and enabling agile,
future-ready workforce deployment at scale.
Diversity, Equity, and Inclusion (DEI): DEI is a strategic priority
at LTM, enabled by leadership allyship and an enterprisewide framework across
representation, culture/belonging, enablement, and development. A dedicated DEI function
and Council drive interventions (gender, disability, neurodiversity, LGBTQ+, veterans, and
nationality) through equitable hiring, inclusive policies, ERGs, and ongoing
sensitization, embedding inclusion into talent practices, accessibility, and workplace
infrastructure. LTM's approach is recognized through awards including Financial
Express HR Awards 2025, Brandon Hall HCM Excellence Awards 2025 - Best Leadership for
Women, BCWI 2025, IWEI 2025 (Top Employer - Silver), and DEI 100reinforcing
"Inclusion by Design. Equity by Intention."
Total Well-being: At LTM, Total Well-being is a strategic pillar
embedded in organizational culture, driven through a holistic framework spanning
physical, emotional, financial, and social well-being. Delivered through
technology-enabled, hybrid models and data-driven listening mechanisms, programs are
designed to be inclusive, scalable, and personalized across geographies. Signature
initiatives such as the Inner Healing Series integrate psychology and spirituality to
build emotional resilience, self-awareness, and sustainable high performance. Looking
ahead, LTM's future-ready well-being roadmap includes AI-powered mental health
interventions, gamified engagement challenges, and proactive health programs
transforming well-being from a reactive benefit into a core business enabler that
strengthens engagement, productivity, and organizational resilience.
AI Adoption: LTM laid a strong AI-driven HR foundation through "ReimAIgine
HR" embedding AI across the hire-to-retire lifecycle to enhance speed,
governance, and employee experience. The launch of RAIma, LTM's AI-powered HR
super agent, enabled always-on, conversational self-service across HR, IT, onboarding,
performance, and mediclaim services, significantly simplifying HR engagement and freeing
teams for higher value work. AI-led initiatives delivered measurable impact, including a
3.5/4 onboarding satisfaction score, ~80% reduction in compensation reporting effort
through AI-driven governance, and ~80% accuracy in predictive attrition
modelingenabling faster, insight-led decision making. Supported by structured change
management and reinforced through external recognition and citizen innovation, these
efforts mark LTM's decisive shift toward an AI-first, human-centric HR operating
model delivering scale, efficiency, and strategic impact.
Rewards and Recognition: At LTM, recognition is embedded into the
cultural fabric through iWin, a unified Rewards and Recognition framework that
celebrates individual and team contributions across the organization. Designed to
reinforce values-driven behaviors and a high-performance ethos, iWin enables real-time,
digital, and peer-led recognition with personalized, AI-enabled reward choices and
value-based badges. A multi-tier structurespanning spontaneous, quarterly individual
and team awards, and milestone recognitionsensures inclusive and consistent
appreciation across roles and impact types. The program is supported by a data-driven
governance model that tracks fairness, frequency, and effectiveness, enabling continuous
evolution of recognition practices and fostering a culture of appreciation, collaboration,
and trust.
External Awards and Recognition: LTM received multiple prestigious
external recognitions during FY26 across employee experience, DEI, HR technology, AI, and
talent excellence. Key honours included AmbitionBox Employee Choice Awards 2025 (Top Rated
Company for Women, IT/ITES, and Mega Companies), Economic Times Exceptional Employee
Experience Award 2025, and multiple wins at the Financial Express HR Awards. We have also
won six Golds and two Silvers at the Brandon Hall HCM Excellence Awards across AI, DEI,
talent acquisition, learning, engagement, and onboarding. LTM was also recognized at SHRM
HR Excellence Awards 2025, Great Manager Awards by People Business 2025, L&T Group HR
Awards and HREM, India Workplace Equity Index (IWEI) Awards for LGBTQ+ inclusion, DEI100
Index, Economic Times Human Capital Awards 2026, Avtar & Seramount Best IT Companies
for Women, Confederation of Indian Industry (CII) National HR Excellence Awards in the
Significant Achievement in HR Excellence' category and Financial Express
AICONIC Awards 2026reinforcing its leadership in AI-led, inclusive, and future-ready
people practices.
INFRASTRUCTURE
LTM occupies 8 Million + sq. ft across India with 55,000+ seats. Our
company is expanding sustainably by certifying all facilities as green buildings, aiming
for LEED IGBC Platinum certification. This ensures reduced environmental impact and more
efficient use of energy, water, and resources.
At LTM, our Real Estate Design & Build framework is firmly grounded
in sustainability, energy efficiency, and a people-first approach to workplace design. All
our facilities are either LEED-certified or pursuing certification, reflecting our
commitment to globally recognized environmental standards. Our Real Estate and Workplace
Services philosophy is focused on creating and sustaining workspaces that are safe,
productive, engaging, and inclusive, delivering long-term value for employees, clients,
and other stakeholders.
FY26 Investment:
INR 1,840.33 million towards green building development and upgrades in
Pune, Chennai & Bangalore facilities.
AI Studio Experience - Immersive experience
engineered for business transformation
Strategic AI Experience and Co-Creation Spaces:
These are immersive spaces that bring LTM's AI Vision to life.
They are not just innovation labs but high-value, co-creation spaces
where strategy meets expectations, purpose- built to:
Demonstrate BlueVerse solutions, live
Accelerate RFPs & new logo conversation with tangible PoCs
Drive deeper hyperscaler alignment and ecosystem visibility
Enable client workshops, custom solutioning, and advisory
sessions
The business Impact: Translating AI Potential
into Enterprise Outcomes
Accelerated AI Adoption: Faster buy-in through live,
contextual demonstrations of BlueVerse Use cases
Stronger Client Relationship: Collaboration &
Cocreation during RFPs, POCs, and innovation sprints.
Frictionless Scaling: Ability to show not just
capabilities but adaptability - across verticals and geos
Platform Led growth: Deep integration with BlueVerse
enables solutioning that's modular, agentic, and trendy for enterprise scale.
Market Visibility: Studios double as executive briefing
centres and thought leadership stages, reinforcing LTM's position as a leading AI
player
QUALITY INITIATIVES
Quality Management System (QMS)
LTM's Quality Management System (QMS) is a centralized
framework enabling standardized, high-quality delivery across lifecycles and services.
Aligned with industry standards and advanced technologies such as AI and automation, it
drives continuous improvement, operational excellence, and superior, scalable outcomes.
Client Centricity and Experience
Client Centricity remains at the core of LTM's Quality Policy. LTM
aspires to be a trusted strategic partner by delivering businessenabling solutions that
create meaningful experiences for both clients and their end customers. Continuous
improvement, agility, and innovation are fostered through a strong learning culture and a
commitment to long-term value creation.
In FY26, LTM recorded a 62% response rate in its annual Client
Satisfaction Survey (CSAT).
Nearly 40% of CXOs and senior stakeholders perceive LTM as a
strategic or advisory partner.
66% of clients reported active engagement by LTM teams on
Al-related priorities.
The Satisfaction Rating stood at 5.89/7.00 in FY26, consistent with
5.98 in FY25, reflecting sustained performance and stable client relationships. The
Customer Experience Index (EX) was also maintained at levels comparable to the industry
median, highlighting consistent delivery outcomes and client trust.
Proactive Risk Management
Through structured governance, predictive analytics, and leadership
oversight, LTM proactively identifies, mitigates, and monitors risks to ensure resilient,
outcomes for clients.
During the pre-win phase, LTM's Pursuit Assurance
framework proactively identifies execution, contractual, and service-level risks
before deal closure, strengthening deal quality and transition readiness. In FY26, this
approach led to the identification of over 1,670 risks, including 830+ risks within deals
that were successfully won. Structured Deal Risk Exposure reviews were conducted
across 235+ deals, while Contract Risk Exposure reviews covered 95+ deals,
uncovering 480+ contractual and compliance-related risks. In parallel, a structured Deal
Win-Loss Analysis for high-value and strategic deals continues to strengthen business
decision-making.
Post-win, LTM sustains strong risk governance through disciplined
onboarding and execution controls. Green Start Reviews conducted across 115+ deals
identified 290+ early-stage risks, while Transition Assurance was applied to 65+
projects, proactively identifying transition-related risks before steady-state operations.
Enterprise Risk Reviews ensure timely escalation and intervention for high-risk
engagements, with direct oversight by senior leadership, including the Chief Delivery
Officer and Chief Growth Officer.
LTM's Obligation Management framework ensures end-to-end
compliance by tracking 29,900+ contractual obligations across 2,000+ projects,
including newly introduced AI-related obligations. Comprehensive assurance coverage is
achieved through 475+ Start Audits, 1,900+ Process Audits.
Quality Enablement through Center of Excellence
(CoEs)
Centre of Excellence (CoEs) of the Delivery Excellence team play a
strategic role in institutionalizing quality, operational efficiency, and continuous
improvement across delivery portfolios, translating enterprise quality objectives into
measurable business outcomes.
The Lean CoE drives standardized Lean assessments across
delivery programs, delivering tangible client value. Its initiatives have enabled
sustained >90% customer satisfaction, reduced incident rework by 58%, improved
first-time-fix rates for manufacturing client, shortened demand and cycle times by 20-30%
for an insurance client, and achieved nearly 50% reduction in reporting effort through
process automation for a retail client.
The CAST Software Intelligence Platform, deployed across 60+
client accounts, strengthens software quality through application discovery,
modernization, cloud migration, and technical debt reduction. These initiatives achieved a
25% reduction in technical debt and received ~90% positive client feedback. The Al-powered
CAST Companion is ready for rollout to further enhance automation and insights.
The AMS CoE has conducted IT Service Management assessments
across 100+ projects, improving service maturity and productivity. Key frameworks such
as DelSec have strengthened IT estate security across 570+ projects.
The Knowledge Management CoE continues to advance LTM's
journey toward Knowledge Management Maturity (KMM)
Level 4 through Knowledge Hub 3.0, an AI-powered platform hosting
~5,000 artifacts, with strong adoption reflected in over 82,000 views. Enterprise-wide
knowledge sharing was strengthened through 345+ sessions with 70,000+ participants,
reinforcing learning, reuse, and innovation.
AI-Powered Delivery Excellence
LTM continues to strengthen Delivery Excellence by embedding AI and
intelligent automation across the delivery lifecycle, positioning it as a strategic lever
for scale, quality, and sustained innovation. These AI powered accelerators improve
delivery predictability, strengthen compliance and risk visibility, and support faster,
better informed decision making.
Key AI Accelerators include:
Contract App - Automated contractual obligation
extraction and compliance tracking from project initiation
AI Leaderboard - Enterprise dashboard driving AI
adoption, innovation, skills development, and cultural transformation
Defect Prevention Analyzer - Predictive analysis of
defects to improve quality and prevent recurrence
Causal Analytics Engine - AI-driven root cause analysis
and corrective action recommendations
RAIMA - AI-powered QMS assistant providing contextual
guidance on quality processes and standards
AiSyhts - GenAI-based proactive risk intelligence
platform enabling early risk identification and go-green planning
Advanced Analytics - Integrated insights across client
feedback, risk trends, and audit correlations
To govern and measure AI value creation, LTM leverages its proprietary
BlueVerse Success Metrics - ASPIRE2ADAPT framework. The framework assesses AI maturity
and impact across adoption, performance, innovation, return on investment, and employee
experience. The framework has been deployed across 80+ client accounts by Q3 FY26 and is
planned for expansion to 100+ accounts within FY26, reinforcing disciplined, outcome
driven AI transformation at scale.
Recognitions for Quality
LTM's quality and delivery excellence initiatives continue to
receive strong industry recognition, including:
PMI Collaboration Excellence Recognition - Recognition at
the PM I South Asia Conference 2025 for its active contribution to PMI.
World Quality Congress Award - Organization with Highest
Quality Orientation
SPIN Chennai - Quality Management Summit for intelligent
delivery ecosystem that simplifies project management
UBS Forum Awards 2025 for Innovation in Quality and
Regulatory Compliance
Service Quality Award for Audit Excellence at the Silver
Feather Awards
Certifications and Compliance
LTM maintains a strong compliance posture, with zero major
non-conformities across global certifications, including ISO 9001, ISO 27001, ISO
27701, ISO 14001, ISO 45001, ISO 20000-1, ISO 22301, and ISO 31000. Domain-specific
certifications include SOC, TISAX, PCI-DSS, and Cyber Essentials.
In FY26, LTM achieved:
CMMI 3.0 for Development and Services Level 5 appraisal
across all units
ISO/IEC 42001:2023 for Artificial Intelligence Management
Systems
ISO 13485:2016 for Medical Device Quality Management
DIVIDEND
A. Dividend - FY26
During FY26, your Company paid an interim dividend of I 22/- per equity
share of face value of 1 1/- each. Further, at its meeting held on April 23, 2026, the
Board of Directors have recommended a final dividend of 1 53/- per equity share of face
value of 1 1/- each, for approval of Members. Accordingly, the total dividend for FY26,
including the recommended final dividend, if approved by the members at the ensuing 30th
Annual General Meeting (AGM), would bel 75/- per equity share of face value of 1 1/- each.
The final dividend, if approved by the members, would be paid within 10 days of AGM to
those members whose names appear in the Register of Members or List of Beneficial Owners
as on the Record Date.
The dividend payment is based on the parameters outlined in the
Dividend Distribution Policy of the Company which is in accordance with Regulation 43A of
the SEBI Listing Regulations. The said Policy is available on the Company's website a
at https://www.ltm.com/ investors/dividend
B. Unclaimed Dividend
In accordance with the provisions of Section 125 of the Act read with
the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and
Refund) Rules, 2016 (IEPF Rules'), following dividends declared by the Company
& erstwhile Mindtree Limited (Mindtree) and remaining unclaimed for seven years will
be transferred to the Investor Education and Protection Fund (IEPF) during FY27:
Particulars |
Date of declaration |
Last date for claiming
unpaid dividend |
Declared by |
III Interim Dividend FY
2018-19 |
18-Apr-2019 |
24-May-2026 |
Mindtree |
Final Dividend FY 2018-19 |
16-Jul-2019 |
21-Aug-2026 |
Mindtree |
Special Dividend FY 2018-19 |
16-Jul-2019 |
21-Aug-2026 |
Mindtree |
Final Dividend FY 2018-19 |
20-Jul-2019 |
22-Aug-2026 |
L&T Infotech |
Interim Dividend FY 2019-20 |
16-Oct-2019 |
21-Nov-2026 |
Mindtree |
Interim Dividend FY 2019-20 |
17-Oct-2019 |
21-Nov-2026 |
L&T Infotech |
Further, shares in the folios/demat accounts in which dividend(s) have
remained unclaimed for seven consecutive years are also liable to be transferred to IEPF.
Members are requested to claim dividend(s) which have remained
unclaimed, by sending a request to the Company at e-mail ID investor@ltm.com or to the
Company's Registrar and Share Transfer Agent (RTA) at e-mail rnt.helpdesk@in.mpms.
mufg.com or to their postal address C-101,247 Park, L.B.S. Marg, Vikhroli West, Mumbai-400
083, Maharashtra, India. at https://www.ltm.com/ investors/dividend
During the year under review, the Company transferred dividend of 1
40,32,826.00/- which remained unclaimed for a period of seven consecutive years to IEPF in
accordance with the provisions of the Act. Members can find the details of Nodal Officer
appointed by the Company and the details of unclaimed dividend and shares Pursuant to the
applicable provisions of the Act, read with the IEPF Rules, the Company has transferred
97,191 equity shares to IEPF till date out of which 8,025 shares were transferred during
the year under review and 103 shares have been retrieved by the shareholders from the IEPF
during the year. The Members may claim their respective shares transferred to IEPF by
making an application as per the procedure outlined in the IEPF Rules.
DETAILS OF UNCLAIMED SHARES
In terms of the requirements under Regulation 39 of the SEBI Listing
Regulations, details of unclaimed shares held in demat accounts titled as Demat
Suspense Account' and Escrow Demat Account' form part of Annexure A to
this report.
CHANGES IN SHARE CAPITAL
During the year under review, 2,07,779 equity shares of face value of
11/- of the Company were allotted to LTIMindtree Employee Welfare Trust under LTM
Employees Stock Option Plan 2021'* and LTM Employee Stock Option Scheme
2015'*.
Accordingly, the paid-up equity share capital of the Company increased
from 1296.28 Mn as at March 31,2025, to 1296.49 Mn as at March 31,2026.
"Name of ESOP Schemes have been changed from LTIMindtree Employees
Stock Option Plan 2021 to LTM Employees Stock Option Plan 2021' and LTIMindtree
Employee Stock Option Scheme 2015 to LTM Employee Stock Option Scheme 2015 with effect
from April 23, 2026, to ensure the alignment with the new name of the Company.
CAPITAL EXPENDITURE
As on March 31, 2026, on consolidated basis, the gross tangible and
intangible assets stood at INR 74,880 Million (previous year INR 65,422 Million),
out of which assets amounting to INR 10,231 Million (previous year INR 9,288
Million) were added during the year. The net tangible and intangible assets stood at INR
31,773 Million (previous year INR 27,582 Million).
As on March 31,2026, on standalone basis, gross tangible and intangible
assets stood at INR 62,252 Million (previous year INR 55,060 Million), out of which
assets amounting to INR 9,292 Million (previous year INR 8,479 Million) were added
during the year. The net tangible and intangible assets stood at INR 29,040 Million (previous
year INR 25,582 Million).
LIQUIDITY
Your Company maintains sufficient cash to meet its operations and
strategic objectives. On standalone basis, Cash and investments (net of short-term
borrowings) have increased from INR 103,308 Million as at March 31,2025 to INR
140,990 Million as at March 31,2026.
CREDIT RATING
Details of Credit rating received during the year form part of
'Annexure E - Corporate Governance Report', forming part of this Report.
DEPOSITS
The Company has not accepted any deposits from public and as such, no
amount on account of principal or interest on deposits from public was outstanding as on
the date of the balance sheet.
SUBSIDIARY/ASSOCIATE/JOINT VENTURE COMPANIES
As on March 31, 2026, the Company had 16 subsidiaries as against 19 in
the previous year.
Pursuant to an internal reorganization exercise, following were the
changes in subsidiaries during the year:
Liquidation/ Deregistration
Following subsidiaries were liquidated/ deregistered during the year:
i. Syncordis Limited (UK) has been dissolved w.e.f. July 16, 2025 ii. NIELSEN+PARTNER PTE.
LTD (Singapore) has been struck off w.e.f. November 28, 2025 iii. LTIMindtree Spain S.L.
dissolved & liquidated w.e.f. March 31, 2026.
In accordance with Section 129(3) of the Act, a statement containing
salient features of the financial statements of the subsidiary companies in Form AOC-1 are
provided in Annexure B of this Integrated Annual Report. The statement provides
details of performance and financial position of each of the subsidiary.
In line with the requirements of Regulation 16(1)(c) of the SEBI
Listing Regulations, the Company has a policy on identification of material subsidiaries,
which is available on the Company's website,
https://www.ltm.com/investors/corporate-governance During the financial year and as on the
date of this Report, there are no material subsidiaries of the Company and associate
companies.
Pursuant to the requirements of Section 136 of the Act, the Standalone
and Consolidated financial statements along with relevant documents and audited financial
statements of the subsidiaries, wherever applicable, are hosted on the Company's
website https://www.ltm.com/investors/annual-reports
PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR
SECURITY PROVIDED
Details of investments made and/or loans or guarantees given and/or
security provided, if any, are given in the notes to the Standalone and Consolidated
financial statements which form part of this Integrated Annual Report.
RELATED PARTY TRANSACTIONS
During the year under review, all related party transactions were in
the ordinary course of business and on arm's length terms. The Audit Committee, on a
quarterly basis during FY26, reviewed the related party transactions vis-a-vis the omnibus
approval(s) accorded by it. Prior approval of the Audit Committee was obtained for all the
related party transactions to be entered into by it for FY26 before the beginning of the
financial year with adequate disclosures being placed for review of the Audit Committee as
per the prevailing regulations.
The Members of the Company had accorded approval at the 29th AGM held
on May 30, 2025 for entering into Material Related Party Transactions up to an amount of
Rs 1,500 Crore, with Larsen & Toubro Limited (L&T), Holding Company, which is
valid till the date of 30th AGM. Out of the above approval during FY-26, the Company has
entered into transactions worth Rs 508 Crore with L&T.
There was no material related party transaction, involving payment made
to related party with respect to brand usage/royalty, requiring approval of the
shareholders during FY26. Furthermore, there was no contract/arrangement with related
parties referred to in sub-section (1) of Section 188 of the Act, which required Board's
approval.
All Related Party Transactions entered during FY26 were in compliance
with the Act and the SEBI Listing Regulations, details whereof are disclosed in the
section Notes to the financial statements' forming an integral part of this
Integrated Annual Report. For the current financial year, the Audit Committee, before the
commencement of the financial year, has accorded its prior approval for the related party
transactions proposed in FY27 and has also reviewed the information required pursuant to
the Industry Standards Framework on Minimum information to be provided for Review of
the Audit Committee and Shareholders for Approval of Related Party Transaction'.
The Company also has an operating procedures manual for the
identification and monitoring of related party transactions. As required under the SEBI
Listing Regulations, 2015, the Company has formulated a Related Party Transactions Policy,
which has been uploaded on the Company's website,
https://www.ltm.com/investors/corporate-governance
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THIS REPORT
There are no material changes and commitments affecting the financial
position of the Company between the end of the financial year and date of this Report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
Information as per Section 134(3)(m) of the Act read with Rule 8(3) of
the Companies (Accounts) Rules, 2014 relating to conservation of energy, technology
absorption, foreign exchange earnings and outgo is given in Annexure C to this
Report.
RISK MANAGEMENT
The Company has formulated a risk management policy and put in place a
mechanism to apprise the Risk Management Committee/Audit Committee & Board on a
quarterly basis, risk assessment, minimization procedures and governance at various levels
to ensure that executive management controls risk by means of a properly designed
framework. A detailed note is given in the Risk Management section forming part of this
Integrated Annual Report.
CYBER SECURITY
At LTM, information security is of paramount importance. In the
endeavour to maintain a robust cyber security posture, your Company has remained abreast
of emerging cyber security events globally, so as to achieve higher compliance and
continuity. State-of-the-art and Artificial Intelligence enabled cyber security solutions
have been deployed to detect and prevent malicious attempts, and partnerships with leading
cyber security providers are in place for adequate service and support. While employees
functioned effectively as a remote and hybrid workforce, the Company continues to remain
vigilant in the face of growing cyber security threats. Your Company continues to be
certified against the Information Security Management System (ISMS) Standard ISO
27001:2013 and Privacy Information Management Systems (PIMS) Standard ISO27701. In
addition, the Company has been attested in SSAE18 SOC1 and SOC2 by an independent audit
firm.
CORPORATE SUSTAINABILITY
At LTM, sustainability is a strategic imperative embedded into every
decision, every action, and every ambition. It is the lens through which we innovate,
govern, and grow. By embedding responsible practices into our core values, we transform
challenges into opportunities, drive ethical leadership, and create enduring value for all
stakeholders. This commitment positions us not just as participants in global progress but
as catalysts for a sustainable and inclusive future.
Environmental, Social, and Governance (ESG) principles are seamlessly
integrated into every dimension of our operations and value chain, shaping a future that
is both sustainable and equitable. Our ESG vision is not merely aspirational; it reflects
a steadfast commitment to practices that deliver measurable impact. Through environmental
stewardship, we protect the planet; by fostering diversity, equity, and employee
well-being, we empower our workforce; and by advancing social inclusivity and creating
enduring stakeholder value, we contribute to a resilient and thriving society. This
holistic approach ensures we address today's needs while safeguarding the future for
generations to come.
Our Corporate Social Responsibility initiatives aim to drive
transformative changes for marginalized communities. Collaborating with local
organizations and NGOs, we focus on four priority areas: Education, Empowerment,
Environment, and Health, creating a ripple effect of positive outcomes. In partnership
with NITI Aayog, LTM is implementing the Integrated Village Development Program (IVDP)
across 17 aspirational blocks in India.
We consistently strive to surpass regulatory requirements and financial
objectives, innovating to establish new benchmarks in sustainability, performance, and
disclosure. Our reporting practices exemplify integrity and transparency, aligning with
globally recognized frameworks such as the UN Sustainable Development Goals (SDGs), UN
Global Compact Principles, Global Reporting Initiative (GRI), Taskforce on Climate-related
Financial Disclosures (TCFD), Taskforce on Nature-related Financial Disclosures (TNFD),
IFRS S2, and the National Guidelines on Responsible Business Conduct (NGRBC).
Our strong ESG performance has reinforced LTM's position as a
responsible corporate leader, earning numerous accolades and industry recognition.
Detailed insights into our achievements are available in our Sustainability Reports at
https://www. ltm.com/services/esg
CORPORATE SOCIAL RESPONSIBILITY (CSR)
During the financial year 2025-26, the Company has spent Rs 952.18
Million on various CSR projects. The unspent balance of I7.87 Million is towards an
ongoing project and has been transferred to the unspent CSR account on April 20, 2026.
This balance amount will be spent in the next year in accordance with the CSR Rules.
Further, in accordance with the requirements of the Act read with the
Companies (Corporate Social Responsibility Policy) Rules, 2014, a certificate from the CFO
confirming that the funds disbursed for CSR activities were utilized for the purposes and
in the manner recommended by the CSR Committee and approved by the Board of Directors for
FY26 was duly noted by the CSR Committee and the Board of Directors, at their respective
meetings held in April 2026.
The disclosures required under Section 135 of the Act read with Rule
8(1) of the Companies (Corporate Social Responsibility Policy) Rules, 2014 are provided in
the Annual Report on CSR Activities for FY26, forming part of the Report as Annexure D.
The CSR Policy and CSR Annual Action Plan are available on the Company's website,
https://www.ltm.com/services/esg
DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) Changes during the year
As on March 31, 2026, the Board of Directors consisted of 9 Directors
comprising of 8 Non-Executive Directors and 1 Whole-time Director who is also the Chief
Executive Officer & Managing Director. Out of the 8 Non-Executive Directors, 6 are
Independent Directors, including a Woman Independent Director.
During the year under review, Mr. Debashis Chatterjee opted retirement
from his office w.e.f. May 30, 2025, and Mr. Venugopal Lambu was appointed as Chief
Executive Officer & Managing Director w.e.f. May 31, 2025. Further, Mr. Nachiket
Deshpande resigned from his office w.e.f. October 31, 2025.
The Board placed on record its deep appreciation towards the
significant contributions made by Mr. Debashis Chatterjee, during his stint as the Chief
Executive Officer & Managing Director of Company and also recognized Mr.
Chatterjee's leadership in shaping the Company towards the growth curve and his
unwavering commitment and contribution.
The Board also placed on record its appreciation for the significant
contribution made by Mr. Nachiket Deshpande during his long association with the Company.
Appointment & Re-appointment
Pursuant to the recommendation of the Nomination & Remuneration
Committee, the Board of Directors, at its meeting held on April 23, 2026, has approved the
following:
1. Appointment of Whole-time Director
Approved & recommended for approval of Members, appointment of Mr.
Vipul Chandra (DIN: 06692474), as Chief Financial Officer & Whole-time Director for a
period of 4 years with effect from April 23, 2026, including and up to April 22, 2030. The
Board is of the opinion that Mr. Chandra possesses the requisite skill sets, experience,
and expertise required for the said role.
2. Re appointment of Director retiring by rotation
Approved re-appointment of Mr. R. Shankar Raman (DIN: 00019798),
Non-Executive Director, who retires by rotation and, being eligible, has offered himself
for re-appointment at the 30th AGM.
3. Re-appointment of Independent Director
Approved & recommended for approval of Members, re-appointment of
Mr. James Abraham (DIN: 02559000) as an Independent Director for a second term of five
consecutive years with effect from July 18, 2026 including and up to July 17, 2031. The
Board is of the opinion that Mr. Abraham possesses the requisite skills, experience and
expertise, including the proficiency required for the role.
The Notice of the ensuing Annual General Meeting also includes the
requisite disclosures under Section 102 of the Act, Regulation 36(3) of the SEBI Listing
Regulations and Secretarial Standard-2 on General Meetings issued by the Institute of
Company Secretaries of India.
CORPORATE GOVERNANCE REPORT
The Corporate Governance Report is annexed as Annexure E to this
Report.
MEETINGS OF THE BOARD OF DIRECTORS
The Board of Directors met 6 (six) times during the year under review.
Details of these Board meetings are provided in the Corporate Governance Report which is
Annexure E to this Report. The gap between two Board meetings was within the time
prescribed under the Act and SEBI Listing Regulations.
During FY26, Independent Directors held their separate meetings on
April 17, 2025 and October 16, 2025, respectively, in accordance with the requirements of
Schedule IV of the Act, Secretarial Standard-1 on Board Meetings issued by the Institute
of Company Secretaries of India and the SEBI Listing Regulations. A separate meeting of
the Independent Directors was also convened on April 22, 2026.
BOARD COMMITTEES
In terms of the requirements of the Act and SEBI Listing Regulations
and its requirements, the Board has constituted the following Committees:
Details of each of these Committees outlining their composition, terms
of reference and meetings held during FY26, are outlined in the Corporate Governance
Report forming part of this Report as Annexure E.
During FY26, recommendations made by the Committees to the Board of
Directors were accepted by the Board, after due deliberations.
COMPANY'S POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION
The Company has in place a Nomination and Remuneration Policy
(NRC Policy') which sets out the role of Nomination and Remuneration Committee
(NRC), the criteria for appointment, qualifications, term/tenure etc. of Executive
Directors & Independent Directors, annual performance evaluation, remuneration of
Executive Directors, Non-Executive/Independent Directors, Key Managerial Personnel &
Senior Management, and the criteria to determine qualifications, positive attributes &
independence of Director.
The NRC policy is available on the Company's website at
https://www.ltm.com/investors/corporate-governance
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received declaration of independence from all the
Independent Directors as stipulated under Section 149(7) of the Act and Regulation 25(8)
of the SEBI Listing Regulations, confirming that they meet the criteria of independence,
which has been duly assessed by the Board as part of their annual performance evaluation
exercise.
Further, in terms of Regulation 25(8) of the SEBI Listing Regulations,
the Independent Directors have also confirmed that they are not aware of any circumstances
or situations, which exist or may be reasonably anticipated, that could impair or impact
their ability to discharge their duties with an objective independent judgement and
without any external influence.
The Independent Directors have confirmed that they have complied with
the Code for Independent Directors prescribed in Schedule IV to the Act.
ANNUAL RETURN
The annual return for FY26 is available on the Company's website,
https://www.ltm.com/investors/annual-reports
INTERNAL CONTROL SYSTEMS AND ADEQUACY OF INTERNAL FINANCIAL CONTROLS
Your Company has an Internal Control System in accordance with Section
134(5)(e) of the Act, commensurate with the size, scale and complexity of its operations.
The Audit Committee comprising of professionally qualified Directors with majority being
independent, interacts with the statutory auditor, internal auditors and the management in
dealing with matters within its terms of reference.
The Company has a proper and adequate system of internal controls.
These controls ensure transactions are authorized, recorded and reported correctly and
assets are safeguarded and protected against loss from unauthorized use or disposition. In
addition, there are operational controls and fraud risk controls, covering the entire
spectrum of internal financial controls within the meaning of the Act. An extensive
program of internal audits and management reviews supplement the process of internal
financial control framework. Documented policies, guidelines and procedures are in place
for effective management of internal financial controls.
During the year, your Company has used accounting so_ware systems for
maintaining its books of account having functionality of recording audit trail, which
operated as intended and there were no instances of tampering of this audit trail feature.
The audit trail has been preserved by the Company as per the statutory requirements for
record retention.
The internal financial control framework design ensures that financial
and other records are reliable for preparing financial and other statements. In addition,
the Company has identified and documented the key risks and controls for each process that
has a relationship to the financial operations and reporting. At regular intervals,
internal teams test the identified key controls. Ernst and Young LLP, an external
independent firm were appointed as Internal auditors for the purpose of performing an
independent check of effectiveness of key controls in certain identified areas which
includes amongst others, internal financial control reporting, compliance etc.
Based on inputs from Management, the internal auditors, at the
beginning of each year, present an annual audit plan to the Audit Committee for its review
and suggestions. The plan is finalised after considering the Audit Committee's
feedback and is implemented during the year. Further, at the quarterly meetings of the
Audit Committee, updates on the internal audit plan, key observations, and
Management's action plans along with target timelines are presented and reviewed.
The Statutory Auditors' Report includes a report on the internal
financial controls over financial reporting.
In order to maintain objectivity and independence, Internal Auditor
reports to the Chairperson of Audit Committee of the Board. The Audit Committee defines
the scope and authority of the Internal Auditor. Internal Auditor monitors and evaluates
the efficacy and adequacy of internal control systems in the Company, its compliance with
the operating systems, accounting procedures and policies at all locations of the Company
and its subsidiaries. Based on the report of Internal Auditor, process owners undertake
corrective action in their respective areas and thereby strengthen the controls.
Significant audit observations and necessary corrective actions are presented to the Audit
Committee.
The Audit Committee and the Board are of the opinion that the Company
has sound Internal Financial Control commensurate with the nature and size of its business
operations and operating effectively, and no material weakness exists during FY26.
COMPLIANCE MONITORING SYSTEM
At LTM, regulatory compliance is a key priority. The Company has
established a compliance management framework that defines its compliance culture and sets
out the scope, approach, roles and responsibilities, reporting matrix, and training
requirements.
Your Company believes a robust framework is essential for tracking
statutory compliances, supporting effective business operations, and upholding high
standards of corporate governance. To strengthen compliance monitoring, a Compliance
Committee has been constituted to review regulatory compliance performance and track
remediation plans for any instances of non-compliance on an ongoing basis. Key compliances
and regulations are also covered under the internal audit programme on an annual basis.
Your Company maintains a list of applicable laws and compliance
checklist(s), which are monitored and tracked through an in-house compliance tool. It also
engages external consultants to provide compliance checklists for new geographies and to
update checklist(s) for existing locations. Within the compliance tool, tasks are mapped
to process owners who update status along with supporting evidence. Key stakeholders
across functions are responsible for ensuring and confirming compliance with all
applicable legal requirements. Regulatory updates across geographies are tracked and
presented to the Audit Committee on a quarterly basis, which in turn updates the Board.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Act, your Directors state that: i. in
the preparation of the annual accounts, the applicable accounting standards have been
followed and there has been no material departure; ii. the Directors have selected such
accounting policies and applied them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view of the state of affairs of
the Company and of the profit of the Company for the year ended March 31, 2026; iii. the
Directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities; iv.
the Directors have prepared the annual accounts on a going concern basis; v. the Directors
have laid down an adequate system of internal financial controls to be followed by the
Company and such internal financial controls are adequate and operating effectively; and
vi. the Directors have devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems are adequate and operating effectively.
ANNUAL PERFORMANCE EVALUATION OF BOARD OF DIRECTORS
The annual evaluation of the performance of the Board for FY26 was
carried out with the assistance of an external independent agency. The evaluation of the
Board, Board Committees, Chairman and individual Directors was carried out through
structured online questionnaire. The evaluation also covered specific criteria and the
grounds on which all Directors in their individual capacity were evaluated including
fulfillment of the independence criteria for Independent Directors as laid in the Act and
the SEBI Listing Regulations.
The evaluation of the performance of the Board, its Committees,
Chairman & Directors and suggestion emanating out of the performance evaluation
exercise were reviewed by the Independent Directors at their separate meeting held on
April 22, 2026 and thereafter by Nomination & Remuneration Committee & Board of
Directors at their respective meetings held on April 23, 2026. The Board evaluation
outcome showcasing the strengths of the Board and areas of improvement in the processes
and related issues for enhancing Board effectiveness were discussed by the Nomination
& Remuneration Committee and the Board at their respective meetings. Overall, the
Board expressed its satisfaction on the performance evaluation process as well as
performance of all Directors, Committees and Board as a whole.
Individual members of the Board were evaluated against the skills
/expertise / competencies identified and approved by the Board of Directors as are
required in the context of Company's business which, inter-alia, include competence/
expertise in following areas:
Strategy and Planning
Governance, Risk Management and Compliance
Finance, Accounts & Audit
Global experience / international exposure
Contributor and Collaborator
Information Technology
Client Engagement
Stakeholders Engagement and Industry Advocacy.
The evaluation indicates that the Board of Directors has an optimal mix
of skills/expertise to function effectively. The mapping of board skills/expertise
vis-?-vis individual Directors is outlined in the Corporate Governance Report forming
part of this Report as Annexure E.
DISCLOSURE OF REMUNERATION
The information under Section 197(12) of the Act and Rule 5(1) of the
Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, is
provided in Annexure F to this Report.
Details of employees' remuneration under Rule 5(2) & 5(3) of
the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 is
provided in Annexure G to this Report. In terms of the second proviso to Section
136(1) of the Act and the rules made thereunder, the Board's Report is being sent to
the members without the aforesaid Annexure. Members who are interested in obtaining copy
of the same may send an email request at Investor@ltm.com
COMPLIANCE WITH SECRETARIAL STANDARDS
Your Directors state that the Company has complied with the Secretarial
Standards issued by the Institute of Company Secretaries of India on Meetings of the Board
of Directors (SS-1) and General Meetings (SS-2).
PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
Your Company is committed to creating a safe and healthy work
environment, where every employee is treated with respect and can work without fear of
discrimination, prejudice, gender bias or any form of harassment at the workplace. The
Company has in place a Prevention of Sexual Harassment (POSH) Policy which meets the
requirements of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
and the Rules thereunder. In addition, the POSH Policy is gender neutral. The POSH Policy
is available on the Company's website under Corporate Governance section and also on
Company's intranet Portal for employees- ULTIMA. The essence of the policy is
communicated to all employees at regular intervals through assimilation and awareness
programs. The Company has set up Internal Committee (IC), both at the corporate office and
at every location where it operates in India. The constitution of the IC at each location
is in accordance with the POSH Act and includes a senior woman employee as Presiding
Officer and at least one external member.
Following are some of the initiatives in place to train the employees,
extended support staff and the Internal Committees (IC) on POSH:
1. Mandatory e-learning module on Prevention of Sexual Harassment
at Workplace' for all employees and extended support staff covering housekeeping,
security and cab drivers.
2. IC Members are imparted trainings by an external agency during
quarterly meetings of the IC.
3. Monthly awareness mailers/ Raima communications are sent across to
all employees capturing every essence of the POSH Policy.
4. All employees globally are encouraged to raise a complaint in case
of sexual harassment by either writing to the POSH ID posh@ltm.com or registering
on POSH tool on the Company's intranet portal Ultima.
5. Penal consequences of sexual harassment and constitution of the IC
are displayed on the notice boards at all LTM offices. Details of POSH complaints during
the year are as below:
Particulars |
Number of complaints |
| Number of complaints pending at the beginning
of FY26 |
1 |
| Number of complaints filed during FY26 |
13 |
| Number of complaints disposed of during FY26 |
12 |
| Number of complaints pending as at end of
FY26 |
2 |
Maternity Benefits
Your Company confirms compliance with the provisions of the Maternity
Benefit Act, 1961, and the rules framed thereunder. Eligible women employees are provided
maternity benefits in accordance with statutory requirements, including paid maternity
leave and related entitlements such as benefits in cases of miscarriage, medical
termination of pregnancy, and tubectomy. The Company also extends benefits to
commissioning and adoptive mothers, in line with the Act. These benefits are governed by
established leave policies and supported by appropriate systems, and internal processes to
ensure effective implementation and statutory compliance. Further, the Company has
instituted adoption related, and caregiver leave benefits, including primary and secondary
caregiver leaves for eligible employees, demonstrating its commitment to legally compliant
and inclusive workforce practices.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR')
In accordance with Regulation 34 of the SEBI Listing Regulations, the
Business Responsibility and Sustainability Report (BRSR), along with the Reasonable
Assurance Report on BRSR Core attributes and Limited Assurance Report on non-core
indicators, forms an integral part of this Integrated Annual Report. This report
highlights the Company's initiatives and performance from an Environmental, Social,
and Governance (ESG) perspective.
INTEGRATED REPORTING
In the endeavour to enhance the quality of disclosures, an Integrated
Report (IR') encompassing financial and non-financial information forms part of
the Integrated Annual Report.
LTM was one of the early adopters of IR in the IT industry. Our IR is
set out in accordance with the integrated reporting framework outlined by International
Integrated Reporting Council and SEBI's circular on Integrated Reporting. Our IR has
integrated thinking embedded in our strategic framework and our integrated business model
defines our ability to create long-term value
(outputs and outcomes) out of the capitals available to us (input) with
value-accretive activities operating under the strong-governance framework. Our IR aids
all the key stakeholders to get a holistic and long-term view of the Company's
strategic focus areas, future outlook and value creation which revolves around the six
capitals Financial, Manufactured, Intellectual, Human, Social & Relationship
and Natural.
EMPLOYEE STOCK OPTION SCHEMES
During the year, your Company had Employee Stock Option Scheme
2015' and Employees Stock Option Plan 2021' (collectively ESOP
Schemes') which were administered through Company's Employee Welfare Trust.
The ESOP Schemes are in compliance with the Act and SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021 and the disclosures relating to the
ESOP Schemes as required under the abovementioned SEBI Regulations are available on the
Company's website, https://www.ltm.com/investors/annual-reports.
The certificate of Secretarial Auditor confirming compliance of the
ESOP Schemes with the Act and abovementioned SEBI Regulations is given in Annexure H
to this Report.
CEO & CFO CERTIFICATE
In accordance with the provisions of Regulation 17(8) of the SEBI
Listing Regulations, certificate of Chief Executive Officer & Managing Director and
Chief Financial Officer in relation to the Financial Statements for the year ended March
31, 2026, is given in Annexure - 1 to the Corporate Governance Report.
WHISTLE BLOWER MECHANISM
Details of the Whistle Blower Mechanism forms part of 'Annexure E
- Corporate Governance Report', forming part of this Report.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR
COURTS OR TRIBUNALS
During the year under review, there were no significant and material
orders passed by regulators, courts or tribunals impacting the going concern status and
the Company's operations in future.
CONSOLIDATED FINANCIAL STATEMENTS
The consolidated financial statements pursuant to Section 129(3) of the
Act prepared in accordance with the Accounting Standards prescribed by the ICAI, forms
part of this Integrated Annual Report.
AUDITORS
A. STATUTORY AUDITOR
M/s. Deloitte Haskins & Sells, Chartered Accountants LLP [Firm
Registration No. 117364W/W-100739] were appointed as Statutory Auditor of the Company by
the members at their 26th AGM, for a period of 5 years from conclusion of the 26th AGM
till conclusion of the 31st AGM.
The reports issued by the Statutory Auditor on the standalone and
consolidated financial statements of the Company for the year ended March 31, 2026 do not
contain any qualification, observation or comment or remark(s) which have an adverse
effect on the functioning of the Company and therefore, do not call for any comments from
Directors. Further, the Statutory Auditor has not reported any fraud as specified under
Section 143(12) of the Act.
B. SECRETARIAL AUDITOR
Pursuant to the provisions of Regulation 24A & other applicable
provisions of the SEBI Listing Regulations read with Section 204 read with Rule 9 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
M/s Alwyn Jay & Co, Practising Company Secretaries (Firm
Registration Number P2010MH021500) were appointed as Secretarial Auditor for a term of
5(Five) consecutive years, to hold office from the conclusion of 29th AGM till the
conclusion of 34th AGM to be held in the Calendar Year 2030.
The Secretarial Audit Report issued by M/s. Alwyn Jay & Co.,
Practising Company Secretaries for FY26 is annexed as Annexure Rs to this Report.
The Secretarial Auditor's Report to the Members does not contain any qualification or
reservation which has any material adverse effect on the functioning of the Company.
COST RECORDS AND AUDIT
Maintenance of cost records and requirement of cost audit as prescribed
under Section 148 of the Act are not applicable to the business activities carried out by
the Company.
OTHER DISCLOSURES
I. Remuneration received by Whole-time Director from subsidiary
company: During the year under review, no Whole-time Director received remuneration from
any of the subsidiary(ies) of the Company.
II. During the year, no corporate insolvency resolution process was
initiated under the Insolvency and Bankruptcy Code, 2016, either by or against the
Company, before NCLT or other court(s).
III. The Company has not taken any long term loan(s) from any Bank(s)
or Financial Institution(s), hence the requirement to disclose the details of the
difference between the amount of the valuation done at the time of one-time settlement and
the valuation done while taking a loan from the Banks or Financial Institutions along with
the reasons thereof, is not applicable.
AWARDS & RECOGNITIONS
During the year, your Company was honoured with multiple awards and
recognitions by esteemed industry forums, underscoring its consistent performance,
leadership, and commitment to excellence across its operations.
Technology/Business awards:
1. We have been honored with two prestigious wins at the Amazon Web
Services (AWS) Partner of the Year Awards 2025 at AWS re:Invent.
2. We have been honored by Data Security Council of India with the
Excellence Award for Best Security Practices (ITITeS, Large) at the DSCI Annual
Information Security Summit 2025.
3. Our Business Continuity and Resilience Team has won the 2026 Global
Continuity and Resilience Team Award from DRII(Disaster Recovery Institute International )
USA.
4. We have been honored with the Tricentis SAP AI Solutions Partner
Awardour third consecutive win and the only recognition in the AI category this
year.
5. LTM and ServiceNow are advancing customers' journey to an
Autonomous Enterprise, earning two 2026 Partner of the Year awards: Transformation Partner
(EMEA) and Data & Analytics Partner (APAC).
6. Thrilled to be named NVIDIA NPN Rising Star Consulting Partner of
the Year at GTC 2026, reflecting our momentum in scaling impactful AI with NVIDIA.
Top Analyst Recognitions:
1. LTM recognized as a Leader in Everest Group's So_ware Product
Engineering Services PEAK Matrix? Assessment 2026.
2. LTM recognized as a Leader in ISG's Provider Lens Oracle
Cloud & Technology Ecosystem 2025 across all quadrants in the US and Europe
3. LTM recognized as a Leader in HFS Horizons' Next-Gen IT
Infrastructure Services 2026.
4. LTM recognized as a Leader & Star Performer in Everest
Group's Banking IT Services PEAK Matrix? Assessment 2025.
5. LTM recognized as a Leader in Everest Group's Talent Readiness
for Next Generation Data, Analytics and AI Services PEAK Matrix? Assessment 2025.
6. LTM recognized as an Innovator in Avasant's Generative AI
Services 2025 RadarView
7. LTM recognized as a Leader in Everest Group's Application
Development Services for AI Applications PEAK Matrix? Assessment 2025.
8. LTM recognized in ISG's Provider Lens Life Sciences
Digital Services 2025 as a Leader in Manufacturing Supply Chain service providers and a
Rising Star in Clinical Development service providers.
9. LTM positioned as a Leader in ISG's Provider Lens SAP
Ecosystem 2025 for RISE with SAP Implementation' and SAP Business AI
& BTP services' globally.
10. LTM recognized as a Leader in HFS Horizons: Energy & Utilities
Service Providers, 2025.
HR Awards:
1. LTM has been recognized with the AmbitionBox Employee Choice
Awards (ABECA) in May 2025 and won three titles - Top Rated Companies for Women, Top
Rated IT/ITES Companies, and Top-Rated Mega Companies.
2. LTM has been recognized with the Economic Times Exceptional
Employee Experience award in large-scale industry category in July 2025.
3. LTM has won gold in Excellence in DEI Strategy, silver in Excellence
in Remote & Hybrid Work Strategy, and silver in Excellence in Use of HR Technology at
the Financial Express HR Awards in July 2025.
4. LTM has been honored with six golds in Best Use of AI for Business
Impact, Best Employee Engagement, Best Learning Strategy, Best Unique or Innovative
L&D Program, Best New Hire Onboarding Program, and Best Talent Acquisition Process
(with RippleHire) along with two silvers in Best Leadership Development for Women and Best
Talent Management Tech Implementation (with Prismforce) at the Brandon Hall HCM
Excellence Awards in August 2025.
5. LTM has been announced as the winner in SHRM HR Excellence Awards
under the category Excellence in Leveraging HR Technology' in November 2025.
6. LTM has been recognized as one of the Top Companies with Great
Managers in India in December 2025 as part of The Great Manager Awards by
People Business.
7. LTM has been honoured at the L&T Group HR Conclave, securing
four awards at the Annual HR Awards (AHA) 2026 for Talent Acquisition, Digital
Transformation, and Talent Engagement categories, reflecting our efforts in building
scalable HR processes, leveraging AI and digital platforms, and elevating employee
experience with inclusion.
8. LTM was also recognized as the emerging Leader in HR Excellence
under the L&T Group's Human Resource Excellence Model (HREM) 2025-26 for
some of our core HR dimensions like leadership and culture, HR strategy, employee
engagement, talent management, recruitment, etc.
9. LTM has been awarded as the Best IT Companies for Women in India by Avtar
& Seramount in November 2025.
10. LTM has been recognized at the India Workplace Equity Index
(IWEI) Awards in November 2025 as the Top Employer in Silver Category for LGBTQ+
Inclusion efforts.
11. LTM has been featured inDEI100, India's first
structured DEI index curated by Team Marksmen Network in December 2025. 12. LTM has been
recognized at the Economic Times Human Capital Awards (ETHCA) 2026 for the
second consecutive year, winning multiple metals in four categories: Gold in AI for Talent
Management Strategy, Silver in AI for Talent Acquisition, Bronze in Flexible & Hybrid
Work Models, and Bronze in HR Digital Transformation through AI.
13. LTM has been recognized at the Confederation of Indian Industry
(CII) National HR Excellence Awards in the Significant Achievement in HR
Excellence' category in March 2026, reflecting on our strong and structured HR
practices that are well-aligned with business goals and deliver meaningful impact through
various people initiatives.
14. LTM has won Gold under the category Best Use of AI in Human
Resources at the Financial Express AICONIC Summit and Awards 2026.
ESG Awards:
1. Businessworld (BW) IMSC Rankings 202425
LTM is ranked 3 in the IT & Digital Services sector and rank 15
across sectors in the Top 200 companies in BW India's Most Sustainable Companies
2024-25.
2. FTSE Russell
LTM achieved 4.6 out of 5 ESG score very much higher than sub-sector,
sector, and country averages, reflecting our strong ESG performance.
3. Travel Emissions Travel Smart Yearbook
Ranked among the Top 15 Indian companies for travel emissions reduction
and featured in the Travel Smart Yearbook FY25.
4. UN Global Compact (Business Participant)
LTM has retained its signatory status and received the Business
Participant Certificate for FY 202526.
5. ESG Risk.ai
Secured an ESG score of 78 (Excellent), placing LTM in the highest
rating band on ESG Risk.ai's scale.
6. TNFD Early Adopter Recognition
LTM is the only Indian IT company to be a TNFD Early Adopter; our
Sustainability Report FY25 was showcased among 50 global pioneers and selected as one of
two IT benchmarking reports world-wide.
7. EcoVadis
Scored 71/100, ranking in the 86th percentile globally, placing LTM in
the Top 15% across all sectors and Top 8% in the Computer Services sector worldwide.
8. Global ESG Transparency Award
Won the Global ESG Transparency Award for Sustainability Report FY
2024-25, achieving 87.67% and placed in the "Excellence Class" as a Pioneering
Leading Company in Sustainability Reporting.
9. CRISIL ESG Ratings & Analytics
Achieved a score of 73 for overall ESG (Leadership) and score of 80
(Leadership) for sustainability disclosures. 10. Stakeholder Empowerment Services (SES)
Secured 79/100, placing LTM in the upper quadrant of the Top 200 Indian
companies (by market capitalization) ESG ratings index.
11. NSE Analytics
Achieved an ESG score of 78, best in India IT sector.
12. UNGC Participant: LTM has continued its signatory status
attaining Business Participant certificate for FY 2025-26. 13. Achilles ESG Rating: LTM
is placed in Top 5% of over 200,000 assessed companies till date in Achilles'
networks with overall ESG score of 82 out of 100 (Achilles average score stands at 56)
attaining top grade "Excellent".
14. League of American Communications Professionals (LACP): Platinum
Award: Demonstrated exceptional characteristics with our Sustainability Report
FY'25 by being the only Platinum Award Winner in Technology I.T Services
sector. 15. LACP: Ranked 6th among Worldwide Top 100 Winners: Our Sustainability
Report FY'25 ranked 6 by LACP in their Worldwide Top 100 Winners across all sectors
in all reporting categories.
16. LACP: Worldwide Best In-House Report Technical Achievement
Award: Attained exemplary score of 99 out of 100 bagging Worldwide Best In-House
Report (Technical Achievement) Award from LACP.
17. ICAI Excellence Award: LTM received Excellence award from
the Institute of Chartered Accountants of India (ICAI) for Business Responsibility &
Sustainability Reporting (BRSR) FY'25.
18. Global CSR & ESG Awards 2025: Awarded the Best 2 ESG
Initiatives of the Year 2025 at the Global CSR & ESG Awards held at Delhi on
April 25th, 2025.
19. India CSR Awards: Declared a winner in two categories at the
Indian CSR Awards 2025, organized by Brand Honchos: Best 3 Women Empowerment Initiative of
the Year 2025, Most Impactful CSR Project of the Year 2025 (Education
Initiatives). 20. Rotary National CSR Awards: Awarded the Best Project Award in the
area of Community & Skill Development under the Mega Enterprise Category for the IVDP
Program implementation in the State of Odisha. Out of 746 applications only 30 were
shortlisted, and LTM was one of only 4 Mega Enterprises to receive the award.
Other Matters
As disclosed in the Board's Report for FY24, an inspection was
conducted at erstwhile Mindtree Limited by the Office of the Regional Director (South
Eastern Region), Ministry of Corporate Affairs under Section 206 of the Act, during FY20.
Based on the said inspection, a Show cause/adjudication notice(s) were issued to Mindtree
by the Registrar of Companies, Karnataka (RoC) in FY23 (prior to merger) pertaining to
alleged violation of Sections 149(9), Sections 230-232 read with Section 234, and Section
134 of the Act.
Consequent to the merger, the matter was transferred to Regional
Director (Western Region) and during the year under review, the Company received a
compounding order under Section 441 of the Act from the Regional Director (Western
Region), Ministry of Corporate Affairs, Mumbai, in relation to a violation of Section 134
of the Act by the previous management of erstwhile Mindtree Limited for the financial year
201718. The Regional Director levied a compounding fee of INR 3,00,000 on the
Company and an aggregate amount of INR 4,30,000 on the former promoters, directors, and
officers of erstwhile Mindtree Limited. The Company and the concerned individuals have
paid the respective compounding amounts, and the final order was issued by Regional
Director on June 12, 2025.
The applications relating to the remaining matters are pending
consideration and disposal.
ACKNOWLEDGEMENTS
Your directors place on record their sincere thanks to the customers,
vendors, investors, banks, financial & academic institutions, regulatory authorities,
stock exchanges and all other stakeholders for their continued co-operation and support.
Your directors also acknowledge the support and co-operation from the Government of India,
state governments and overseas government(s), their agencies and other regulatory
authorities.
Your directors also appreciate the commendable efforts, teamwork and
professionalism of the employees of the Company.
|
For and on behalf of the Board |
|
|
Venugopal Lambu |
Vipul Chandra |
|
Chief Executive Officer |
Chief Financial Officer |
| Place: Mumbai |
& Managing Director |
& Whole Time Director |
| Date: April 23, 2026 |
(DIN: 08840898) |
(DIN: 06692474) |
|