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September 10, 2026
The Manager, The General Manager,
Department of Corporate Services Department of Corporate Services
BSE Limited The National Stock Exchange of India
Floor 25, P.J. Towers, Limited
Dalal Street, Mumbai – 400 001 Exchange Plaza,
BSE Scrip code: 532541 Plot No. C/1, G Block, Bandra Kurla
Equity ISIN: INE591G01025 Complex, Bandra, Mumbai – 400 051
NSE Symbol: COFORGE
Dear Sir/Madam,
Subject: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulation, 2015, as amended ("SEBI Listing
Regulations”) - Update
The Board of the Company, including its independent directors, has deliberated over recent developments.
Following the same, the Company wishes to state as follows:
The Board has worked in close cooperation, with all business strategies and governance decisions being
approved unanimously, which has enabled the Company to take key decisions expeditiously. These decisions
included the divestment of the AdvantageGo business, exit from the data centre business, acquisition of
Encora, execution of the Sabre contract and decision to exit the loss-making India Government business.
Clarification in relation to Board Evaluation Process and Internal Audit Review
1. Nature and purpose of the Board Evaluation Process
The evaluation of the performance of the Board, its committees and individual directors is an annual corporate
governance requirement under the Companies Act, 2013 and the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015. Accordingly, the Company conducted
the Board evaluation exercise for the financial year 25-26, as required under applicable regulations and rules.
The evaluation process provides a basis for considering the effectiveness with which the Board, its
committees and individual directors discharge their respective roles and responsibilities.
The Board evaluation process is entirely distinct from the Company's financial reporting and audit processes.
The matters relating to the evaluation of Board members does not concern the Company's financial
statements, accounting policies, revenue or profitability has no bearing on the Company's financial or
operational performance or its business and growth outlook.
2. Internal Auditor review undertaken by the Company
Separately, as part of the Company’s internal control framework, the annual internal audit plan is finalized
in the beginning of each financial year by the Company’s’ Audit Committee. The same exercise was done in
April 2026 for FY 27. In Q2FY27, the internal audit plan scope included two areas for review. They were
“Hire-to-Retire” and “Accuracy and Completeness of Board reporting (BR)”.
Accordingly, as part of the scope of this review, the internal auditor also considered reports (Reports) in
connection with the Board evaluation process, and the process relating to the sharing and presentation of such
Reports to the Board and the NRC.
The inclusion of the Reports within the scope of the internal audit was therefore in the context of reviewing
the relevant governance processes and should not be construed as an audit or review of the Company's
financial statements or financial reporting.
3. Internal Auditor’s observations relating to the Board Evaluation Process
It is relevant to note that the observations of the internal auditor relate to the manner in which the Reports
and the findings arising from the Board Evaluation exercise were circulated, presented and discussed before
Coforge Limited Registered office: www.coforge.com
Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, Secretarial@coforge.com
Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
T: +91 120 4592300 | F: +91 120 4592 301 T: 0124-4627837 CIN: L72100HR1992PLC128382
the NRC and the Board by the NRC Chair and the Chairman of the Board. The relevant Reports were
available to the NRC Chair and the Chairman of the Board alone but were not made available to other
members of the Board, including the independent directors, at the instruction of the Chairman of the Board.
The internal auditor has further observed that the manner in which the evaluation findings were presented
(without sharing copies of the Reports), by the Chairman of the Board and the NRC Chair, to the NRC and
the Board, did not cover all relevant aspects and findings. In particular, while the Chairman’s category
received the lowest rating in the Reports, this finding was not disclosed or discussed before the NRC or the
Board by the NRC Chair and the Chairman of the Board.
4. Status of the review
The internal audit/governance review remains ongoing, and the observations referred to above should be
viewed in that context.
The Company remains committed to ensuring that its governance processes are transparent.
This is for the information of the Exchanges and the members.
Thanking You,
Yours Faithfully,
For Coforge Limited
Barkha Sharma
Company Secretary & Compliance Officer
Coforge Limited Registered office: www.coforge.com
Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, Secretarial@coforge.com
Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
T: +91 120 4592300 | F: +91 120 4592 301 T: 0124-4627837 CIN: L72100HR1992PLC128382