in a Dynamic Environment - Tata Consultancy Services

13. Corporate Governance Report and Management Discussion and Analysis Statement
A report on Corporate Governance is attached to this Report as also a Management Discussion and Analysis
statement.
14. Directors' Responsibility Statement
Pursuant to the requirement of Section 217(2AA) of the Companies Act, 1956 ("Act"), and based on the
representations received from the operating management, the Directors hereby confirm that:
(i) in the preparation of the Annual Accounts for the year 2008-09, the applicable Accounting Standards
have been followed and there are no material departures;
(ii) they have selected such accounting policies in consultation with the statutory auditors 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 at the end of the financial year and of the profit of the
Company for the financial year;
(iii) they have taken proper and sufficient care to the best of their knowledge and ability for the maintenance
of adequate accounting records in accordance with the provisions of the Companies Act, 1956. They confirm
that there are adequate systems and controls for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
(iv) they have prepared the Annual Accounts on a going concern basis.
15. Subsidiary Companies and Consolidated Financial Statements
The Company had 52 subsidiaries at the beginning of the year.
The following five subsidiaries were set up/acquired during the year:
� Tata Consultancy Services (Thailand) Ltd. (set up by Tata Consultancy Services Asia Pacific Pte Ltd.)
� Tata Consultancy Services (Philippines) Inc. (set up by Tata Consultancy Services Asia Pacific Pte Ltd.)
� TCS e-Serve Limited (acquired)
� TCS e-Serve International Limited (acquired)
� TCS e-Serve America, Inc. (set up by TCS e-Serve International Limited)
During the current year, Tata Infotech Deutschland GmbH, a subsidiary, has merged with another subsidiary
Tata Consultancy Services Deutschland GmbH and another subsidiary viz. Financial Network Services (Europe) Plc
has been liquidated.
In view of the above, the total number of subsidiaries as on March 31, 2009 is 55.
TCS Financial Management LLC, a subsidiary of the Company's wholly-owned subsidiary Tata America
International Corporation has been dissolved during April 2009.
There has been no material change in the nature of the business of the subsidiaries. A statement containing
brief financial details of the subsidiaries is included in the Annual Report.
As required under the Listing Agreements with the Stock Exchanges, a Consolidated Financial Statement of the
Company and all its subsidiaries is attached. The Consolidated Financial Statement has been prepared in
accordance with Accounting Standards 21, 23 and 27 issued by The Institute of Chartered Accountants of India
and show the financial resources, assets, liabilities, income, profits and other details of the Company, its
associate companies, its joint ventures and its subsidiaries after elimination of minority interest, as a single
entity.
The Company has been granted exemption for the year ended March 31, 2009 by the Ministry of Corporate
Affairs from attaching to its Balance Sheet, the individual Annual Reports of its subsidiary companies. As per the
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