Ernst & Young LLP

3rd & 6th Floor

Worldmark-1
IGI Airport Hospitality District
Aerocity
New Delhi - 110 037, India
Phone: +91 11 6671 8000
Fax: +91 11 6671 9999

27 September 2022

Mr. Poorna Chander Mandala

10-9-68,Charbouli, Girmajipet, Warangal,
506002

Your appointment as Associate Consultant in Business Consulting Risk

Dear Poorna Chander,

With reference to your application and the subsequent interview(s) you have had with us, we are
pleased to confirm your appointment for the above position in Ernst & Young LLP subject to the
following terms and conditions.

1. Job Title

You shall be designated as Associate Consultant in HR Band 5.

The designation and band are for reference only and do not entitle you to any benefit other than
as has been specified in this letter, or intimated to you in writing in respect, thereof. The
Management retains the right at all times to change / modify / amend the titles/ designations or to
rearrange the band structure, which may impact the above fact.

2. Annual compensation

a. Your annual compensation including benefits, allowances, and perquisites, if any, payable
by the Firm is INR 6,50,000 per annum (Rupees Six Lakh Fifty Thousand Only). A
typical break up is provided as an Illustration in Annexure A to this Agreement.

b. Your eligibility to performance linked bonus is driven by firm’s performance bonus policy.
This component, if eligible, is in addition to your annual compensation.

c. The performance bonus scheme is subject to revision at the discretion of the Firm’s
Management.

d. Besides this you will be eligible for Gratuity as per Payment of Gratuity Act, 1972. You may
note that as per the Act provisions there is an upper limit of 20 Lakh.

e. Your compensation will be subject to income tax as per the provisions of the Income Tax
Act, 1961.
Ernst & Young LLP, a Limited Liability Partnership with LLP Identity No. AAB-4343
A member firm of Ernst & Young Global Limited, Regd. Office: 22 Camac Street, 3rd Floor, Block C, Kolkata - 700016
 Poorna Chander Mandala
Page 2

3. Date of joining

As agreed, you shall join the services of the Firm on 31 October 2022.

4. Probation

You shall be on probation for a period of (6) months from your date of joining, the period of which
may be further extended at the discretion of the Management. After completion of the probation
period and subject to your performance your appointment shall be confirmed in writing.

5. Retirement

Your retirement age shall be 60 years.

6. Transferability

Your initial place of posting will be NCR-New Delhi (Aerocity). However, your services are liable to
be transferred from one location to another, anywhere in India.

7. Notice period and termination

a. Either party may terminate the employment by giving a mandatory minimum of 3 months'
notice to the other party, (also applicable during probation period) The Firm may, at its
discretion, with or without conditions, agree to waive off the 3 months’ notice period
requirement, either wholly or partly.

b. The Firm may terminate / suspend your services, at its discretion, at any time immediately
upon written notice to you, if it has been alleged and prima facie established, through
preliminary internal enquiry that you have committed (i) any heinous criminal act or any
offence involving moral turpitude (the term “Moral Turpitude” includes crimes having an
inherent quality of baseness, vileness, or depravity with respect to a person's duty to the
society in general.), (ii) sexual harassment (adjudicated guilty as per the Firm’s policy and
local laws) or (iii) other act that threatens or is likely to damage Firm’s reputation.

8. Code of Conduct and Policies

a. You shall at all times carry out such duties and responsibilities as may be assigned to you
by the Firm and shall faithfully and diligently perform these in compliance with established
policies and procedures, endeavoring to the best of your ability to protect and promote the
interests of the Firm.

b. You will be bound by the Firm’s Code of Conduct and all other rules, regulations, policies
and orders issued by the Firm from time to time in relation to your conduct, discipline and
service conditions such as leave, work hours, dress policy, etc., as if these rules,
regulations, policies et al, were part of this contract of appointment.
 Poorna Chander Mandala
Page 3

c. Without prejudice to the generality of the foregoing, you shall at all times comply with the
Firm’s policies and procedures (as may be intimated from time to time on the Firm’s intranet
or through the Firm’s newsletters and webcasts or other written means), including but not
limited to matters relating to independence, anti-bribery, prevention of insider trading.

9. Confidentiality

a. Remuneration: You shall at all times keep the details of your salary and employment
benefits at the Firm strictly confidential, and shall not disclose such details to any other
person within the Firm.

b. Use of Firm’s name: You shall use the Firm’s name, logo, trademark or other identifiers
strictly in the manner permitted by the Firm’s policies, or for the purposes of provision of
services delegated to you to the extent required. Upon termination of your employment with
the Firm, you shall not use the Firm’s name, logo, trademark or other identifiers in any
manner other than what is already a matter of public knowledge, provided however, you will
not be in breach of this clause if you make reference to the Firm’s name solely to describe
your former association with the Firm subject to the confidentiality obligations which the
Firm might have undertaken in relation to any of its clients, vendors or other Firm’s
personnel.

c. Information: You shall always maintain the highest degree of confidentiality with respect to
the records, documents and other Confidential Information relating to the business of the
Firm which may be known to you or confided in you by the Firm, its representatives,
authorized personnel, vendors, sub-contractors, clients, etc., by any means and you will use
such records, documents and information only in a duly authorized manner in the interest of
the Firm. For the purposes of this clause, ‘Confidential Information’ means information
about the Firm’s business and that of its customers, sub-contractors, business partners or
agents which is not available to the general public and which may be learnt by you in the
course of your employment. This includes, but is not limited to, information relating to the
Firm, its customer lists, employment policies, personnel, and information about the Firm’s
products, processes including ideas, concepts, projections, technology, manuals, drawings,
designs, specifications, sales pitches, fees quotes, tender information, key personnel,
customer contacts, thought leadership papers, resumes, records and other documents
containing such Confidential Information, whether such information was disclosed to or
accessed by you prior to or after the date hereof. You shall at all times, whether during or
after the termination of your employment, act with utmost fidelity and not disclose or divulge
Confidential Information to any third party or make use of any such information for your own
benefit.

d. At no time will you remove any Confidential Information from the Firm’s offices without the
permission of your reporting manager save and except for the purposes of performing the
duties assigned to you in your capacity as an employee of the Firm. Upon termination of
your employment with the Firm, or otherwise upon the Firm’s request, you will immediately
surrender to the Firm all files, books, magazines, reports, documents, manuals, audio and
video tapes, discs, any knowledge databases entrusted to you, and any other data,
information or material containing or reflecting Confidential Information. If the Firm requests,
you shall also confirm in writing to the Firm that you have complied with this clause.
 Poorna Chander Mandala
Page 4

e. You acknowledge and agree that disclosure of any portion of the Confidential Information or
any breach of the provisions herein may result in irreparable injury and damage to the Firm
which will not be adequately compensable in monetary terms , that the Firm will have no
adequate remedy at law therefor, and that the Firm may, in addition to all other remedies
available to it at law or in equity, obtain such preliminary, temporary or permanent
mandatory or restraining injunctions, orders or decrees as may be necessary to protect the
Firm against, or on account of, any breach by you of the provisions contained herein, and
you agree to reimburse the reasonable legal fees and other costs incurred by the Firm in
enforcing the provisions of this Agreement. In addition, the Firm will be within its rights to (i)
advertise for public knowledge / notice (ii) notify to your prospective employer or regulatory
body, any impropriety or breach of confidentiality obligations hereunder, at its absolute
discretion.

f. Your duty to safeguard and not disclose, share or publish Confidential Information will
survive the expiration or termination of this Agreement and/or your employment with the
Firm.

10. Non- Compete

a. You represent and warrant to the Firm that you are under no contractual, fiduciary,
professional or other obligation or commitment that prevents you from entering into this
Agreement, or is otherwise inconsistent with your obligations under this Agreement. If you
were previously employed with another organization, you represent and warrant to us that
you have returned all property and confidential information belonging to any prior employer
and do not have any outstanding issues/ unfulfilled employment obligation pending with
your previous employer having legal ramifications / consequences for you or for us.

b. During your employment with the Firm, you will devote your whole time, attention and skill
for its business and you shall not, except with the written permission of the Firm, engage
directly or indirectly in any other business, profession, occupation or other commercial
activity, whether as a principal, agent, contractor, consultant or otherwise, whether full-time
or part-time.

c. You hereby agree not to directly or indirectly compete with the business of the Firm and its
successors and assigns during the term of the Agreement and for a period of two years
following the expiration or termination of this Agreement and notwithstanding the cause or
reason for termination.

d. You will have to seek prior permission from the Firm for any employment with a client of the
Firm or any other organization working with a client of the Firm, whose assignment you
have worked on directly.

e. Subsequent to your separation from the Firm, for a period of twelve months, you will not
without the consent of the Firm take up any job or assignment, either full time or otherwise,
directly or indirectly for or on behalf of any other organization working with a client of the
Firm, whose assignment you have worked on in the twelve months immediately preceding
your separation from the Firm,.

11. Intellectual Property

 Poorna Chander Mandala
Page 5

In consideration of this Agreement and of the salary agreed to be paid in consideration hereof, you
agree as follows:

a. The Firm shall own (as its exclusive property, free from any obligations towards you) all
Intellectual Property developed or conceived by you solely or jointly with others during the
period of your employment; This includes but is not limited to Intellectual Property that:

 is along the lines of the businesses, work or investigations of the Firm to which your
employment relates or as to which you may receive information due to your
employment
 result from or is suggested by any work which you may do for the Firm
 are otherwise made through the use of Firm’s time, facilities or materials.

b. Not to disclose or utilize in your work with the Firm, any Confidential Information of others
(including any prior employers) or any inventions or innovations of others without express
permission.

c. To execute all necessary papers and otherwise provide proper assistance (at the Firm’s
expense), during and subsequent to your employment, to enable the Firm to obtain for itself
or its nominees all patents, copyrights, or other legal protection for such Intellectual
Property in any and all countries.

12. Personal Data

During the course of your employment with the Firm, you may provide the Firm with confidential
data or information that can be linked to you personally, or otherwise personally identifies you,
including but not limited to your financial information, email address, addresses, telephone
numbers, shareholdings, physiological and/or mental health information, and medical records and
history (your Personal Data). You acknowledge that the Firm may collect, use, transfer, store or
otherwise process (Process) such Personal Data as required per the Firm’s policies, to facilitate
the conduct of the Firm’s business, to conduct background checks, check conflicts or maintain
independence, finance and accounting purposes or for quality and risk management purposes
The Firm will Process your Personal Data in accordance with applicable law and professional
obligations and shall ensure that any service provider who Processes Personal Data on our behalf
adheres to such requirements.

In order to Process your Personal Data the Firm would require you to sign a Privacy Notice upon
joining. This Privacy Notice is intended to help you understand why and how we may use your
information.

You hereby consent to the Processing of your Personal Data in the manner described above,
whether by the Firm or any service provider on the Firm’s behalf.

13. Miscellaneous

a. The following annexures form an integral part of this Agreement:

 Poorna Chander Mandala
Page 6

Annexure A - Illustrative compensation break-up

Annexure B - Relocation letter

b. Additional Documents: You may also be required to execute additional documents,

declarations and/or deeds as (i) per the Firm’s policy as may apply to you / your nature of
services as well as (ii) per any requirement of law of the jurisdiction where you might be
required to work as a part of your employment with us, depending upon your job
requirements and/or (iii) per the requirement of any professional, industry or other
regulatory body and/or (iv) to meet any specific client request and/or (v) per the Firm’s
exclusive discretion.

c. Supersedes previous agreement: This Agreement supersedes and replaces any existing
Agreement between the Firm and you, relating generally to the same subject matter. It may
not be modified or terminated, in whole or part, except in writing signed by an authorized
representative of the Firm. This Agreement shall include all written deeds, documents,
declarations, bonds and undertakings signed by you pursuant to and arising out of this
document. Discharge of your financial undertakings (if any), in this Agreement shall be an
obligation of your executors, administrators, or other legal representatives or assigns.

d. Severability: If any provision contained in this Agreement is held to be invalid or

unenforceable, the remaining provisions of this Agreement shall be construed as if such
provision did not exist, and the unenforceability or invalidity of such provision shall not be
held to render any other provision of this Agreement unenforceable or invalid.

e. Conditions precedent: This appointment is valid subject to (a) your being medically fit,
(b) your furnishing at the time of joining, documents in proof of your having been relieved by
your present employer, and (c) our receiving satisfactory references on your background.

f. Privity of contract: The terms of this Agreement may only be enforced by a party to this
Agreement.

g. Governing law and dispute resolution: This Agreement, including all matters relating to
its validity, construction, performance and enforcement, shall be governed by and construed
in accordance with Indian law. In case of any dispute in relation to this Agreement the
decision of the Management of the Firm shall be final and binding.

h. Certificate of Practice: If you currently hold a Certificate of Practice (CoP) issued by the
Institute of Chartered Accountants of India, you hereby undertake to surrender the CoP with
immediate effect, and provide us with evidence thereof. If you are a Chartered Accountant
and do not currently hold a CoP issued by the Institute of Chartered Accountants of India,
you hereby undertake not to apply for such CoP unless instructed or required by the Firm to
do so.

i. You will disclose any directorships, trusteeships or other personal appointments held by
you. You will consult and inform the Firm’s Risk Management team of appointments and will
immediately surrender any prohibited position as advised by them and disclose the
positions permitted per the Firm’s policies on the Directorship Evaluation Tool (DET) within
15 days of your date of joining. You will further notify or obtain prior approval, as
applicable, from the Risk Management team, for any changes in the appointments that you
may hold in the future.
 Poorna Chander Mandala
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Please signify your acceptance of these terms and conditions of employment by signing the duplicate copy
of this Agreement and return the same to us for the Firm’s records.

Yours sincerely,

For Ernst & Young LLP

Anshula Verma

Authorized Signatory

I hereby accept the position and terms and conditions of employment offered.

Signature Date

Poorna Chander Mandala

 Poorna Chander Mandala
Page 8

Annexure A
Illustrative compensation break-up

Particulars Annual Values (INR)

6,18,600
(A) Salary Components

Basic Salary: 2,60,400

House Rent Allowance: 1,30,200

Special Allowance: 64,800

Conveyance Allowance: 1,63,200

(B) Other Perquisites 31,400

Firm's Contribution to Provident Fund: 31,248

Year End Ex-Gratia 152

(C) Annual Fixed Compensation (A+B) 6,50,000

(D) Other Benefits 32,519

Gratuity (accrual) 12,519

Firm’s contribution towards 20,000

Medical insurance
(E) Total Compensation (C+D) 6,82,519

(F) Annual performance bonus Min. 0% Max. 18%

(earning potential)
0 1,17,000

Annual total earning potential (E+F) 6,82,519 7,99,519

 Poorna Chander Mandala
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Please note that Permanent Account Number (PAN) is mandatory for salary processing. If you do not
have a PAN already, then please apply for the same at the earliest.

1. House Rent Allowance (HRA): This will be 50% of your basic salary.
2. Special Allowance: Special Allowance will be in the range of 0% to 10% of the annual fixed
compensation.
3. Conveyance Allowance: Conveyance allowance will be the balancing figure in your compensation
structure.
4. Telephone Reimbursement: If opted for, you will be eligible for a reimbursement of INR 12000/-
per annum. You may choose to claim up to a maximum of three bills namely, mobile, landline and
broadband. Upon selection, it will get adjusted from conveyance allowance.
5. Leave Travel Allowance (LTA): If opted for, it will be equivalent to 12.50% of your basic salary,
subject to maximum of INR 50,000/- per annum. Upon selection, it will get adjusted from
conveyance allowance.
6. Provident Fund (PF): This will be as per the Employee's Provident Funds and Miscellaneous
Provisions Act 1952. If you are an active member of PF, it will be mandatory for you to opt for the
same. If not opted for, conveyance allowance will be adjusted accordingly.
7. Gratuity: You will be eligible for Gratuity as per the Payment of Gratuity Act 1972.
8. You will be eligible for medical insurance coverage for self, spouse, two children and
parents/parents in-law up to INR 3 lac per annum, subject to your declaration as per the policy.
Additionally, you, spouse and two children will be covered for critical illness cover of INR 10 lacs.
9. In the unfortunate case of death of an employee, the Firm extends financial support to the family
up to three times of the last drawn annual CTC of the deceased employee. The minimum amount
for this financial support will be INR 25,00,000.

Please note that all the benefits/coverage mentioned above are governed by the Firm’s policies
and/or statutory law, as applicable.
 Ernst & Young LLP
3rd & 6th Floor
Worldmark-1
IGI Airport Hospitality District Aerocity
New Delhi - 110 037, India
Phone: +91 11 6671 8000
Fax: +91 11 6671 9999

Annexure B
Relocation Letter
27 September 2022

Poorna Chander Mandala

10-9-68,Charbouli, Girmajipet, Warangal,
506002

Dear Poorna Chander,

Sub: Relocation benefits

In addition to the terms and conditions mentioned in the appointment letter, you are also eligible
for reimbursement of relocation expenses per below mentioned details.

Employee Self-  One-way trip (Air Travel/ Train Travel) between current location and
Travel new location for self.
 A maximum of two one-way cab fare for airport transfers. For the
purpose of reimbursement, GST registered metered/ App based cabs
only will be considered.
 In case, you choose to undertake a road trip, the cost of the road trip
should be less than one AC first class rail fare between the two
locations. Mileage rates applicable in case of use of own car (only one
car permitted) will be INR 10 per km. The cost per km is inclusive of
any other cost such as toll/fuel etc. Shortest route shall be taken as
per google map for considering the KM distance

Accommodation  Maximum of 10 room nights’ stay at guest house or hotel based on

eligibility as per the firm’s Travel policy.
 Expenses incurred on food, laundry, newspaper etc. during the stay at
guest house or hotel will not be reimbursable.
 Payment should be made only via credit card, online banking, wallet
etc.

Air/Train bookings must be done only through the firm’s Travel Desk. Similarly, guest house/hotel
bookings need to be routed through Hotel helpdesk. EY Relocation assistance team will contact
you two weeks prior to your joining date to facilitate transition.
In the event of you deciding to leave before completion of 1 year with the firm, the amount
reimbursed hereunder will be recovered in full. For the purposes of this clause, the duration will
be calculated from your date of joining to date of you ‘deciding to leave’ (which shall mean the
date of your resignation letter).

Ernst & Young LLP, a Limited Liability Partnership with LLP Identity No. AAB-4343
A member firm of Ernst & Young Global Limited, Regd. Office: 22 Camac Street, 3rd Floor, Block C, Kolkata - 700016
 Ernst & Young LLP
3rd & 6th Floor
Worldmark-1
IGI Airport Hospitality District Aerocity
New Delhi - 110 037, India
Phone: +91 11 6671 8000
Fax: +91 11 6671 9999

Yours sincerely,
For Ernst & Young LLP

Anshula Verma

Authorized Signatory

I hereby accept terms & conditions mentioned in the letter.

Signature Date

Poorna Chander Mandala

Ernst & Young LLP, a Limited Liability Partnership with LLP Identity No. AAB-4343
A member firm of Ernst & Young Global Limited, Regd. Office: 22 Camac Street, 3rd Floor, Block C, Kolkata - 700016