• Broad-based business mix, well diversified across geographies and industry verticals.​

• Monitor changing geopolitical scenarios, the potential business implications and strengthen internal controls to further safeguard against secondary risks.​

• Offerings and value propositions targeting all stakeholders (in addition to the CIO) in the customer organization, covering discretionary as well as non-discretionary spends, and relevant at every point in the business cycle.​

• Participate in the customer’s growth and transformation initiatives through services and offerings including advisory services, migration and modernization of applications and workplace transformation using location independent agile, deep contextual knowledge and data-driven analytics and dashboards.​

• Proactively investing in infrastructure and resourcing to satisfy anticipated customer demand for flexible products and platforms-based solution offerings and subscription-based services to gain market share and new clients and markets.​

• More long-term contracting models.​

• Leverage business ecosystem through collaboration with partners, start-ups and alliances to participate in transformation initiatives of customers.

• Commitment to organic talent development, best in class learning and development, linkage of career growth to learning, and preference to internal talent for new leadership positions, all incentivize planning of longer-term careers in TCS.​

• Focused tactical initiatives to retain talent using proactive as well as reactive initiatives; increased employee engagement.​

• Leveraging top employer brand and social networking sites and talent sourcing channels to tap into the passive pool.​

• Reducing talent acquisition cycle time to improve joining rates through innovative practices.​

• Upskill or cross-skill employees to improve competencies.​

• Engaging in various markets through investments in STEM/GoIT programs, building local talent, building reputation locally to attract talent, campus engagements, etc.

• Ongoing monitoring of the global environment, working with advisors, partners and governments to ensure free movement of people across countries for skilled professionals.​
  

• Material reduction in dependency on work visas through increased hiring of local talent including freshers, use of contractors, local mobility and training in all major markets.​

• ​Leveraging the SBWS™ model to source talent from anywhere and deliver from anywhere. Use of Location Independent Agile to promote systematic collaboration and reduce the need for co-location.​

• Active engagement in Science, Technology, Engineering and Math (STEM) initiatives designed to structurally increase the availability of engineering talent in major markets.​

• Greater brand visibility through event sponsorships, community outreach, showcasing of investments, innovation capabilities and employment generation.​

• ​Increased outreach to government stakeholders, trade bodies, think tanks and research institutes.

• Investments in innovation and differentiated capabilities at scale on emerging technologies through large scale reskilling, external hiring, research and innovation, solution development and IP asset creation leveraging deep contextual knowledge across customer specific domain, technologies and processes.

• Dedicated business service units providing end-to-end transformational and operational solutions on leading cloud platforms spanning advisory, migration and modernization and support of applications.

• Constantly scouring the technology landscape using strong partnerships with clients, technology providers, academia, and start-ups, to spot new trends, technologies and potential threats, invest early in building capabilities to mitigate risks and participate in the opportunities. Steadily expanding coverage of newer buyers in the enterprise by constantly launching new offerings and solutions to their most pressing business problems.

• Innovative offerings like operating model transformations using TCS Cognix to help deliver significant cost savings quickly, Location Independent Agile methods to mitigate location constraints and pricing and margin pressures. 

• An entrepreneurial mindset, a decentralized decision-making which empowers frontline managers to take decisions, and an organization structure that enables the company to adapt to constantly evolving situations on the ground with agility and speed.

• Differentiated solutions for organization divestiture and integration, catering to M&A induced demand for advisory and business consolidation related services.

• Large portfolio of IP made available on hyperscaler clouds to accelerate clients’ Horizon 2 and 3 transformation journeys.

• PacePort co-innovation hubs, Agile innovation cloud framework, and extended innovation ecosystem including partners and start-ups to help clients accelerate their product and business model innovation. 

• Bringing Life to Things framework to help clients create connected products, launch remote monitoring and maintenance services.

• Solutions like TCS HOBS and Servitization engine to help clients embrace subscription-based business models.

• Focused investments to expand presence in clients’ growth and transformation spending, including programs like Contextual Masters to build organizational capacity, new brand tagline, amplification of transformation successes.

• Platform-based business models and AI-based operating models to disrupt conventional labor arbitrage based constructs, and gain market share.

• TCS is certified to ISO 45001:2018 Occupational Health and Safety Management System standard across 120 of its facilities worldwide. With SBWS becoming the new normal, employee engagement programs transitioned to be able to address the most material issues for employees while they work from home. Ergonomics and general safety at home, stretches and fitness, including yoga and meditation practices, mental health – were the most relevant topics which drew employee participation. Employees’ families, including children, were also engaged in such sessions.​

• SBWS Ergo track was instituted to help employees understand ergonomic stressors and equip them with ways to adopt the best feasible posture while working from home. Ergonomics @ Home webinars were conducted every week, reaching over 10,000 employees. There were also sessions on ergonomics for employees’ kids. A series of self-help tools were created for employees including tips and videos on home ergonomic postures and workstation stretches, blogs posts on ergonomics and wellbeing and an ergo self-assessment quiz. The program has reached over 27,000 employees since the start of SBWS.

• Use of advanced tools based on AI/ML to prevent and detect incursions with quarantine capabilities, including perimeter security controls with advanced tools, enhanced internal vulnerability detection, data leak prevention tools, defined and tested incident management and recovery process in compliance with industry best practices.
• Continued reinforcement of stringent security policies and procedures (certified against ISO 27001) including enhanced security measures and awareness building to combat phishing attempts and soliciting for fraudulent causes or charities through social media, text or calls.
• Close collaboration with Computer Emergency Response Team (CERT) and other private cyber intelligence agencies, and enhanced awareness of emerging cyber threats.
• Enterprise-wide training and awareness programs on Information Security including the extensively used enterprise-wide communication and collaboration platforms accessed through mobile or desktop channels.
• Strict access controls including non-persistent passwords (OTP) for secure access to enterprise applications/network, special handling of privileged administrator accounts, rigorous access management on all cloud deployments.
• Encryption of data, data back-up and recovery mechanisms for ensuring business continuity.

• Global privacy policy covering all geographies, all areas of operations, and stakeholders, which sets out the privacy principles and guidance for deployment.
• Organization structure with the Global Privacy Office to strategize, monitor and guide deployment of data privacy framework across the enterprise. Data Protection Officers and other privacy officers have been appointed for TCS entities as required by local privacy regulations to monitor and drive implementation of data protection principles. Business Privacy Leaders are appointed to deploy compliance to the data privacy framework in all functions and business units.
• Unified global framework PrivACE adopted across all entities and branches to standardize privacy practices while catering to local requirements.
• Continuous monitoring and analysis of changes to regulatory and legal landscape and enhancing the data privacy framework.
• Privacy Information Management Systems (ISO 27701:2019) adopted and certified.
• Embedded privacy by design and privacy by default principles in development of new or changed internal processes, services and products.
• Data protection controls and robust risk response mechanisms to protect personal data in the TCS ecosystem and also in customer engagements.
• Industry standard data masking and encryption technologies to protect personal data.
• Vendors and third parties subjected to due diligence, contracted with appropriate privacy obligations and tracked for compliance based on risk assessment.
• Mandatory trainings and workshops on data protection, Privacy by Design and global privacy regulations. Continuous awareness campaigns through blog posts, email broadcasts, gamification, roadshows and online events.
• Risk assessments related to cross border transfers and maintaining data transfer agreements, where required for the transfer of data across jurisdictions.
• Periodic reviews and audits by independent audit firm to verify compliance to obligations in addition to internal audits across the ecosystem.

• Deployment of a comprehensive global compliance management framework that enables tracking of regulatory changes across various jurisdictions, including new countries of operations and functional areas and management of compliance risks.
• In-house digitized regulatory compliance platform enabling clear accountability, tracking of compliance obligations and governance to ensure long-term business sustainability.
• Operationalized regulatory requirements through business policies and embedding into business processes.
• 100% digitized, quarterly regulatory compliance declarations enabling self-governance of all compliance areas applicable to company’s global operations.
• Up to date, effective internal controls to comply with regulations, keep a check on unlawful and fraudulent activities and internal audits to provide compliance assurance.
• Strong focus on fostering ethical and compliance culture; awareness through web-based compliance training courses for all staff and regular notifications/alerts on regulatory changes communicated to stakeholders.
• Strong governance at board, executive and management levels through compliance committees and compliance working groups.

• Establishment of an industry leading IP management framework (IP 4.0) with institutionalized frameworks, processes and procedures that address the risk of infringement of third-party IP while ensuring safeguarding of TCS’ own IP assets.
• Establishment of a centralized IP and Software Product Engineering group that strives to build an IP-led culture and IP related awareness effectively.
• Well-defined (software) asset lifecycle governance framework that incorporates policy guidance and risk mitigation guidelines on IP, legal, software product engineering and business-related risks.
•  IP governance program that ensures that there is right access and right use of TCS IP, customer IP, partner IP, and third-party IP in service and partner engagements.
• Other key controls include employee confidentiality agreement, training and awareness for IP protection and prevention of IP contamination and infringement. Digitized system to enable strict controls around movement of people and information across TCS’ product teams and customer account teams.

• Strengthening internal processes and controls to adequately ensure compliance with contractual obligations, information security and compliance with IP policies and procedures for protection of intellectual property and avoidance of allegations of trade secret violations.
• Improved governance and controls over immigration process /increasing localization and inclusion of arbitration provisions in employment contracts.
• Training and sensitization of business managers to spot the risks, adhere to best practices and escalate potential disputes within the organization for early mitigation steps. 
• Team of in-house counsels in all major geographies and a network of reputed global law firms in countries it operates in.
• Robust mechanism to track and respond to notices as well as defend the company’s position in all claims and litigation

• An environmentally sustainable approach through green policies, processes, frameworks and infrastructure, on target to achieve net zero carbon emissions by 2030.
• Delivery centers designed to withstand extreme weather events. Business continuity plans are tested periodically to ensure effectiveness.
• Green buildings, efficient operations, green IT, greater use of renewable energy to reduce carbon footprint; adoption of newer technologies and methods to manage waste in line with circular economy principles.
• Operational and engineering controls to minimize freshwater consumption, upgradation of water infrastructure and more water efficient systems.
• Water management through sewage treatment, recycling of treated water and rainwater harvesting.
• Supply chain sustainability through responsible sourcing, including leveraging sustainability ratings platform.
• Year-round employee engagement on environmental awareness and sensitizing them towards nature and conservation of resources.
• Initiatives like TCS Circle4Llife™ and Sustainathons to come up with technology-led innovations to safeguard TCS’ environment.
• Dedicated business units for each of the large hyperscaler providers, helping clients migrate their workloads from owned data centers to the cloud, thereby reducing the carbon footprint associated with those workloads.
• Steadily expanding suite of sustainability services including designing sustainability strategy, sustainability innovation, sustainable consumer analytics and sustainability dashboards.
• Build and promote TCS products and solutions such as TCS Clever Energy™, Envirozone™, ESG integration solution, to help accelerate customers’ sustainability journeys.

• Ensure controlled use of these technologies through pilots/research.
• Restricted access to generative AI technologies like ChatGPT on company network until proven safe.
• Work with government bodies, regulators and academia to build consensus about policies and guidelines for use of these technologies.
• Embark on large-scale skilling of employees to prepare for deployment on market-oriented products and services based on these technologies.
• Participate as a member of industry specific large language models consortia.
• Proactively invest in research around embedding generative AI capabilities into software development processes to boost productivity.
• Develop niche skills to tap demand created for Post Quantum cryptography services as customers seek Quantum safe security algorithms.
• Leverage opportunities to market TCS’ own generative AI tools and services as overall attention and adoption of the technology increases.

Board effectiveness is enhanced by setting a high bar in selecting the right mix of individuals to serve on the Board, with the right qualifications, expertise and experience, who can collectively serve the best interests of all stakeholders, maintain board and management accountability and drive corporate ethics, values and sustainability. Profiles of Board members are available at https://www.tcs.com/ir-corporate-governance.

For greater diversity of opinions and perspectives within the Board, the Nomination and Remuneration Committee has fostered diversity in terms of backgrounds, areas of expertise and:

• Gender: 2 of the 9 (22.2%) members are women.
• Nationality: 3 nationalities represented – Indian, American and Danish.
• Industry: Technology, Banking, Energy, Transportation, Academia.

TCS’ policy on Appointment of Directors and Board Diversity can be found at https://on.tcs.com/appointment-BoD.

Board independence is ensured by having an independent majority, with 5 independent members out of 9 i.e. 55.6 percent. None of the independent directors is related to each other, or to the non-independent members. Average tenure of independent directors is 6 years.

Board effectiveness is further improved by ensuring that none of the directors holds directorships in more than seven listed entities, and none of the executive directors serves on the Boards of more than three listed entities.

TCS’ governance philosophy around minority shareholders’ interests is guided by the TCoC which emphasizes fairness and transparency to all stakeholders. Further a qualified, diverse and independent Board ensures that minority shareholders’ interests are protected. 

TCS strives to reduce information asymmetry through transparency, extensive disclosures and detailed commentary of the demand environment and the state of the business, and material developments. The company provides a variety of channels including a structured global investor outreach program, through which minority shareholders can interact with the management or the Board. 

Shareholders can communicate concerns and grievances to the Company Secretary's office through a well-publicized channel, where complaints are tracked to closure. The Stakeholders’ Relationship Committee, oversees the redressal of these complaints.

Chairmanship of the Board is a non-executive position, and separate from that of the Chief Executive Officer and Managing Director (CEO and MD).

TCoC for non-executive directors, and for independent directors, carries explicit clauses covering avoidance of conflict of interest. Likewise, it explicitly prohibits any employee – including the Managing Director and executive directors – from accepting any position of responsibility, with or without remuneration, with any other organization without TCS' prior written approval. For executive directors and the Managing Director, such approval must be obtained from the Board.

Over the last five decades, TCS has consistently demonstrated very principled conduct and has earned its reputation for trust and integrity while building a highly successful global business. The company’s core values are: Leading Change, Integrity, Respect for the Individual, Excellence, and Learning and Sharing.

The TCoC serves as a moral guide and a governing framework for responsible corporate citizenship. It sets out guidelines on various topics including respect for human rights, prohibition of bribery and corruption, recognition of employees’ freedom of association, and avoidance of conflicts of interest.

Every employee is required to sign the TCoC at the time of joining the company. Annual refresher courses are mandated to ensure continued awareness of the code. Further, frequent communications from the leadership reiterate the importance of the company values and the TCoC.

Customers are made aware of the TCoC principles in contract discussions, and through inclusion of specific clauses in proposals and contracts.

Employees also undergo mandatory training every year on Anti-bribery and ethical behaviour. They can raise ethics concerns on Ultimatix – the intranet portal of the Company, which are investigated and tracked to closure by the HR department. Employees and other stakeholders can also report any non-compliance to the TCoC or to the laws of the land by senior executives directly to the Chairman of the Audit Committee under the Whistleblower Policy without fear of retaliation. Information about these channels is communicated to employees as part of the mandatory training modules.

Compliance to laws of the countries in which we operate, as well as global legislation such as Foreign Corrupt Practices Act, Bribery Act 2010 is monitored through formal compliance procedures led by the corporate compliance office. Changes to legislation are closely monitored, risks are evaluated and effectively managed across our operations.

Governance, Risk and Compliance are overseen by the Chief Compliance Officer, Chief Risk Officer and the Chief HR Officer who report to the Chief Operating Officer and Executive Director (COO and ED), and CEO and MD respectively. At the apex level, the Audit Committee headed by an Independent Director oversees compliance to the TCoC, Anti-Bribery and Anti-Corruption Policy, and Gift and Hospitality Policy and to external regulations.

TCS is committed to comply with the applicable laws and regulations, and believes in reporting to the respective tax authority, relevant information that is complete and accurate, in a timely manner.

TCS does not engage in aggressive and contrived tax planning or tax structuring for the purpose of gaining tax advantages. TCS’s tax policy is to optimize the tax cost, avail tax incentives where available, while achieving 100% compliance with the spirit as well as the letter of the tax laws and regulations in all countries in which it operates. Compliance is achieved through a robust compliance reporting and monitoring process, with a strong governance on minimizing the tax risk. TCS has zero tolerance towards tax evasion, or the facilitation of tax evasion, by itself or by its employees or vendors.

TCS maintains open and collaborative relationships with governments and tax authorities worldwide. Where appropriate, TCS seeks advance clearance from tax authorities on the proposed tax treatment of transactions, helping pre-empt future disputes.

TCS’ philosophy of empowering employees, its industry-leading talent retention, and a decentralized organization structure that devolves executive decision-making across over 150 business units have resulted in a large and deep bench of leadership talent that enables robust succession planning and continuity and consistency in strategy. Succession planning for the top two leadership positions in each business unit is reviewed by senior management. Additionally, heads of business units carry out succession planning for key functions within their units.

Succession planning at senior management levels is reviewed by the Board. Business or unit heads are invited to present on specific topics at Board meetings from time to time, offering an opportunity to the directors to assess their values, competencies, and capabilities.

TCS requires its suppliers to sign the TCoC upon empanelment. That includes principles on protecting and safeguarding human rights, treating all persons with respect annity while safeguarding their rights, the abolition of forced and compulsory labor, child labor in the supply chain and strong corporate governance practices including anti-corruption and bribery and promoting fair business practices across the supply chain. TCoC also requires its suppliers to protect the environment and make conscious use of scarce natural resources in their business processes and at the same time highlighting the importance of health and safety in its workplace and expects the supplier to comply with sustainable business practices in letter and spirit in turn for its employees.

The Company supports the principles contained in the Universal Declaration of Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, and the United Nations Guiding Principles on Business and Human Rights. It works with its suppliers to ensure that they too are fully aligned with these principles.