Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The following discussion and analysis should be read in conjunction with our
Consolidated Financial Statements and related Notes included elsewhere in this
Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the year
ended August 31, 2021, and with the information under the heading "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in our
Annual Report on Form 10-K for the year ended August 31, 2021.
We use the terms "Accenture," "we," "our" and "us" in this report to refer to
Accenture plc and its subsidiaries. All references to years, unless otherwise
noted, refer to our fiscal year, which ends on August 31. For example, a
reference to "fiscal 2022" means the 12-month period that will end on August 31,
2022. All references to quarters, unless otherwise noted, refer to the quarters
of our fiscal year.
We use the term "in local currency" so that certain financial results may be
viewed without the impact of foreign currency exchange rate fluctuations,
thereby facilitating period-to-period comparisons of business performance.
Financial results "in local currency" are calculated by restating current period
activity into U.S. dollars using the comparable prior year period's foreign
currency exchange rates. This approach is used for all results where the
functional currency is not the U.S. dollar.
Disclosure Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934 (the "Exchange Act") relating to our operations,
results of operations and other matters that are based on our current
expectations, estimates, assumptions and projections. Words such as "may,"
"will," "should," "likely," "anticipates," "expects," "intends," "plans,"
"projects," "believes," "estimates," "positioned," "outlook" and similar
expressions are used to identify these forward-looking statements. These
statements are not guarantees of future performance and involve risks,
uncertainties and assumptions that are difficult to predict. Forward-looking
statements are based upon assumptions as to future events that may not prove to
be accurate. Actual outcomes and results may differ materially from what is
expressed or forecast in these forward-looking statements. Risks, uncertainties
and other factors that might cause such differences, some of which could be
material, include but are not limited to:
Business Risks
•The COVID-19 pandemic has impacted our business and operations, and the extent
to which it will continue to do so and its impact on our future financial
results are uncertain.
•Our results of operations have been, and may in the future be, adversely
affected by volatile, negative or uncertain economic and political conditions
and the effects of these conditions on our clients' businesses and levels of
business activity.
•Our business depends on generating and maintaining ongoing, profitable client
demand for our services and solutions, including through the adaptation and
expansion of our services and solutions in response to ongoing changes in
technology and offerings, and a significant reduction in such demand or an
inability to respond to the evolving technological environment could materially
affect our results of operations.
•If we are unable to match people and skills with client demand around the world
and attract and retain professionals with strong leadership skills, our
business, the utilization rate of our professionals and our results of
operations may be materially adversely affected.
•We face legal, reputational and financial risks from any failure to protect
client and/or Accenture data from security incidents or cyberattacks.
•The markets in which we operate are highly competitive, and we might not be
able to compete effectively.
•Our ability to attract and retain business and employees may depend on our
reputation in the marketplace.
•If we do not successfully manage and develop our relationships with key
alliance partners or if we fail to anticipate and establish new alliances in new
technologies, our results of operations could be adversely affected.

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Financial Risks
•Our profitability could materially suffer if we are unable to obtain favorable
pricing for our services and solutions, if we are unable to remain competitive,
if our cost-management strategies are unsuccessful or if we experience delivery
inefficiencies or fail to satisfy certain agreed-upon targets or specific
service levels.
•Changes in our level of taxes, as well as audits, investigations and tax
proceedings, or changes in tax laws or in their interpretation or enforcement,
could have a material adverse effect on our effective tax rate, results of
operations, cash flows and financial condition.
•Our results of operations could be materially adversely affected by
fluctuations in foreign currency exchange rates.
•Changes to accounting standards or in the estimates and assumptions we make in
connection with the preparation of our consolidated financial statements could
adversely affect our financial results.
•We might be unable to access additional capital on favorable terms or at all.
If we raise equity capital, it may dilute our shareholders' ownership interest
in us.
Operational Risks
•As a result of our geographically diverse operations and our growth strategy to
continue to expand in our key markets around the world, we are more susceptible
to certain risks.
•If we are unable to manage the organizational challenges associated with our
size, we might be unable to achieve our business objectives.
•We might not be successful at acquiring, investing in or integrating
businesses, entering into joint ventures or divesting businesses.
Legal and Regulatory Risks
•Our business could be materially adversely affected if we incur legal
liability.
•Our global operations expose us to numerous and sometimes conflicting legal and
regulatory requirements, and violation of these regulations could harm our
business.
•Our work with government clients exposes us to additional risks inherent in the
government contracting environment.
•If we are unable to protect or enforce our intellectual property rights, or if
our services or solutions infringe upon the intellectual property rights of
others or we lose our ability to utilize the intellectual property of others,
our business could be adversely affected.
•Our results of operations and share price could be adversely affected if we are
unable to maintain effective internal controls.
•We are incorporated in Ireland and Irish law differs from the laws in effect in
the United States and might afford less protection to our shareholders. We may
also be subject to criticism and negative publicity related to our incorporation
in Ireland.
For a more detailed discussion of these factors, see the information under the
heading "Risk Factors" in our Annual Report on Form 10-K for the year ended
August 31, 2021. Our forward-looking statements speak only as of the date of
this report or as of the date they are made, and we undertake no obligation to
update any forward-looking statements.

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                                      Item 2. Management's Discussion and Analysis of Financial
ACCENTURE FORM 10-Q                   Condition and Results of Operations                                  21



Overview
Accenture plc is a leading global professional services company, providing a
broad range of services in strategy and consulting, interactive, technology and
operations. We serve clients in three geographic markets: North America, Europe
and Growth Markets (Asia Pacific, Latin America, Africa and the Middle East). We
help our clients build their digital core, transform their operations, and
accelerate revenue growth-creating tangible value across their enterprises at
speed and scale.
We saw very strong demand across our business in the first quarter of fiscal
2022 as our clients continue their digital transformations. Highlights from the
first quarter of fiscal 2022 compared to the first quarter of fiscal 2021
included:
•Revenues of $15.0 billion, representing 27% growth in both U.S. dollars and
local currency;
•New bookings of $16.8 billion, an increase of 30% in both U.S. dollars and
local currency;
•Operating margin of 16.3%, a 20 basis point expansion; and
•Cash returned to shareholders of $1.5 billion, including share purchases of
$845 million and dividends of $613 million.
Revenues for the first quarter of fiscal 2022 increased 27% in both U.S. dollars
and local currency compared to the first quarter of fiscal 2021. During the
first quarter of fiscal 2022, revenue growth in local currency was very strong
across all geographic markets, industry groups and types of work. The business
environment remained competitive. In many areas, our pricing, which we define as
the contract profitability or margin on the work that we sell, improved.
In our consulting business, revenues for the first quarter of fiscal 2022
increased 33% in U.S. dollars and 32% in local currency compared to the first
quarter of fiscal 2021. Consulting revenue in local currency for the first
quarter of fiscal 2022 was driven by very strong growth in Growth Markets,
Europe and North America. Our consulting revenue continues to be driven by
helping our clients accelerate their digital transformation, including moving to
the cloud, embedding security across the enterprise and adopting new
technologies. In addition, clients continue to be focused on initiatives
designed to deliver cost savings and operational efficiency, as well as projects
to accelerate growth and improve customer experiences.
In our outsourcing business, revenues for the first quarter of fiscal 2022
increased 21% in both U.S. dollars and local currency compared to the first
quarter of fiscal 2021. Outsourcing revenue in local currency for the first
quarter of fiscal 2022 was driven by very strong growth in North America, Growth
Markets and Europe. We continue to experience growing demand to assist clients
with application modernization and maintenance, cloud enablement and managed
security services. In addition, clients continue to be focused on transforming
their operations through data and analytics, automation and artificial
intelligence to drive productivity and operational cost savings.
As we are a global company, our revenues are denominated in multiple currencies
and may be significantly affected by currency exchange rate fluctuations. The
majority of our revenues are denominated in currencies other than the U.S.
dollar, including the Euro, Japanese yen and U.K. pound. There continues to be
volatility in foreign currency exchange rates. Unfavorable fluctuations in
foreign currency exchange rates have had and could in the future have a material
effect on our financial results. If the U.S. dollar weakens against other
currencies, resulting in favorable currency translation, our revenues, revenue
growth and results of operations in U.S. dollars may be higher. If the U.S.
dollar strengthens against other currencies, resulting in unfavorable currency
translation, our revenues, revenue growth and results of operations in U.S.
dollars may be lower. The U.S. dollar weakened against various currencies during
the first quarter of fiscal 2022 compared to the first quarter of fiscal 2021,
resulting in minimal currency translation impact. Assuming that exchange rates
stay within recent ranges for the remainder of fiscal 2022, we estimate that our
full fiscal 2022 revenue growth in U.S. dollars will be approximately 3% lower
than our revenue growth in local currency.
The primary categories of operating expenses include Cost of services, Sales and
marketing and General and administrative costs. Cost of services is primarily
driven by the cost of client-service personnel, which consists mainly of
compensation, subcontractor and other personnel costs, and non-payroll costs on
outsourcing contracts. Cost of services includes a variety of activities such
as: contract delivery; recruiting and training; software development; and
integration of acquisitions. Sales and marketing costs are driven primarily by:
compensation costs for business development activities; marketing- and
advertising-related activities; and certain acquisition-related costs. General
and administrative costs primarily include costs for non-client-facing
personnel, information systems, office space and certain acquisition-related
costs.
Utilization for the first quarter of fiscal 2022 was 92%, down from 93% in the
first quarter of fiscal 2021. We hire to meet current and projected future
demand. We proactively plan and manage the size and composition of our workforce
and take actions as needed to address changes in the anticipated demand for our
services and solutions, given that compensation costs are the most significant
portion of our operating expenses. Our workforce, the majority of which serves
our clients, increased to approximately 674,000 as of November 30, 2021,
compared to approximately 514,000 as of November 30, 2020. The year-over-year
increase in our workforce reflects an overall increase in demand for our
services and solutions, as well as people added in connection with acquisitions.
Annualized attrition, excluding involuntary terminations, for the first quarter
of fiscal 2022 was 17%, compared to 9% in the first quarter of fiscal 2021. We
evaluate voluntary attrition, adjust levels of new hiring and use involuntary

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ACCENTURE FORM 10-Q                   Condition and Results of Operations                                  22



terminations as a means to match people and skills with client demand. In
addition, we adjust compensation in order to attract and retain appropriate
numbers of qualified employees. For the majority of our personnel, compensation
increases become effective December 1st of each fiscal year. We strive to adjust
pricing and/or the mix of people to reduce the impact of compensation increases
on our margin. During fiscal 2021, we adjusted compensation in line with the
increasing market relevant pay around the world. In addition, due to strong
demand for our services in the first quarter, we are hiring significantly more
people at a time when compensation is increasing, as compared to prior years. We
are increasing our pricing and changing the mix of people to reduce the impact
of these compensation increases on our margin; however, the impact of the
pricing improvements is lagging the impact of these compensation increases. Our
ability to grow our revenues and maintain or increase our margin could be
adversely affected if we are unable to: match people and skills with the types
or amounts of services and solutions clients are demanding; recover increases in
compensation; deploy our employees globally on a timely basis; manage attrition;
and/or effectively assimilate and utilize new employees.
Gross margin (Revenues less Cost of services as a percentage of Revenues) for
the first quarter of fiscal 2022 was 32.9%, compared with 33.1% for the first
quarter of fiscal 2021. The decrease in gross margin for the first quarter of
fiscal 2022 was due to higher labor, including increased usage of
subcontractors, and higher acquisition-related costs, partially offset by a
decrease in non-payroll costs compared to the same period in fiscal 2021.
Sales and marketing and General and administrative costs as a percentage of
revenues was 16.6% for the first quarter of fiscal 2022, compared with 17.1% for
the first quarter of fiscal 2021. For the first quarter of fiscal 2022, compared
to the same period in fiscal 2021, Sales and marketing costs decreased 70 basis
points due to lower business development costs as a percentage of revenues and
General and administrative costs increased 30 basis points due to higher
non-payroll costs as a percentage of revenues.
Operating margin (Operating income as a percentage of revenues) for the first
quarter of fiscal 2022 was 16.3%, compared with 16.1% for the first quarter of
fiscal 2021.
During the first quarter of fiscal 2021, we recorded gains of $120 million and
tax expense of $23 million related to our investment in Duck Creek Technologies.
For additional information, see Note 1 (Basis of Presentation) to our
Consolidated Financial Statements under Item 1, "Financial Statements."
The effective tax rates for the first quarter of fiscal 2022 and 2021 were 24.4%
and 23.4%, respectively. Absent the investment gains and related tax expense,
our effective tax rate for the first quarter of fiscal 2021 would have been
23.7%.
Diluted earnings per share were $2.78 for the first quarter of fiscal 2022,
compared with $2.32 for the first quarter of fiscal 2021. The $97 million
investment gains, net of taxes, increased diluted earnings per share by $0.15
during the first quarter of fiscal 2021. Excluding the impact of these gains,
diluted earnings per share would have been $2.17 for the first quarter of fiscal
2021.
We have presented our effective tax rate and diluted earnings per share for the
first quarter of fiscal 2021, excluding the impact of the investment gains, as
we believe doing so facilitates understanding as to the impact of these items
and our performance in comparison to the prior period.
New Bookings
New bookings for the first quarter of fiscal 2022 were $16.8 billion, with
consulting bookings of $9.4 billion and outsourcing bookings of $7.4 billion.
New bookings for the first quarter of fiscal 2021 were $12.9 billion, with
consulting bookings of $6.6 billion and outsourcing bookings of $6.3 billion.









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                                      Item 2. Management's Discussion and Analysis of Financial
ACCENTURE FORM 10-Q                   Condition and Results of Operations                                  23



Results of Operations for the Three Months Ended November 30, 2021 Compared to
the Three Months Ended November 30, 2020
Revenues by geographic market, industry group and type of work are as follows:

                                                                                         Percent                 Percent
                                                                                        Increase                Increase                       Percent of Revenues
                                              Three Months Ended                      (Decrease)              (Decrease)                   for the Three Months Ended
                                        November 30,        November 30,                    U.S.                   Local
(in millions of U.S. dollars)                   2021                2020                 Dollars                Currency                 November 30, 2021       November 30, 2020
GEOGRAPHIC MARKETS
North America                         $     6,907          $    5,481                      26  %                   26  %                             46  %                   47  %
Europe                                      5,100               3,967                      29                      28                                34                      34
Growth Markets                              2,958               2,314                      28                      30                                20                      20
Total                                 $    14,965          $   11,762                      27  %                   27  %                            100  %                  100  %
INDUSTRY GROUPS
Communications, Media & Technology    $     3,084          $    2,334                      32  %                   32  %                             21  %                   20  %
Financial Services                          2,918               2,346                      24                      24                                19                      20
Health & Public Service                     2,730               2,212                      23                      23                                18                      19
Products                                    4,282               3,206                      34                      34                                29                      27
Resources                                   1,952               1,664                      17                      17                                13                      14
Total                                 $    14,965          $   11,762                      27  %                   27  %                            100  %                  100  %
TYPE OF WORK
Consulting                            $     8,392          $    6,333                      33  %                   32  %                             56  %                   54  %
Outsourcing                                 6,573               5,430                      21                      21                                44                      46
Total                                 $    14,965          $   11,762                      27  %                   27  %                            100  %                  100  %


Amounts in table may not total due to rounding.
Revenues
The following revenues commentary discusses local currency revenue changes for
the first quarter of fiscal 2022 compared to the first quarter of fiscal 2021:
Geographic Markets
•North America revenues increased 26% in local currency, led by growth in Public
Service, Software & Platforms and Consumer Goods, Retail & Travel Services.
Revenue growth was driven by the United States.
•Europe revenues increased 28% in local currency, led by growth in Consumer
Goods, Retail & Travel Services, Industrial and Banking & Capital Markets.
Revenue growth was driven by Germany, the United Kingdom, France and Italy.
•Growth Markets revenues increased 30% in local currency, led by growth in
Consumer Goods, Retail & Travel Services, Banking & Capital Markets and Public
Service. Revenue growth was driven by Japan and Australia.
Operating Expenses
Operating expenses for the first quarter of fiscal 2022 increased $2,659
million, or 27%, over the first quarter of fiscal 2021, and decreased as a
percentage of revenues to 83.7% from 83.9% during this period.
Operating expenses by category are as follows:
                                                                            

Three Months Ended


                                                                                                                                         Increase
(in millions of U.S. dollars)                               November 30, 2021                       November 30, 2020                  (Decrease)
Operating Expenses                                $         12,531              83.7  %       $   9,872              83.9  %       $     2,659
Cost of services                                            10,048              67.1              7,864              66.9                2,184
Sales and marketing                                          1,454               9.7              1,227              10.4                  227
General and administrative costs                             1,028               6.9                780               6.6                  248


Amounts in table may not total due to rounding.

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ACCENTURE FORM 10-Q                   Condition and Results of Operations                                  24



Cost of Services
Cost of services for the first quarter of fiscal 2022 increased $2,184 million,
or 28%, over the first quarter of fiscal 2021, and increased as a percentage of
revenues to 67.1% from 66.9% during this period. Gross margin for the first
quarter of fiscal 2022 decreased to 32.9% from 33.1% during the first quarter of
fiscal 2021. The decrease in gross margin was due to higher labor, including
increased usage of subcontractors, and higher acquisition-related costs,
partially offset by a decrease in non-payroll costs as a percentage of revenues
compared to the same period in fiscal 2021.
Sales and Marketing
Sales and marketing expense for the first quarter of fiscal 2022 increased $227
million, or 19%, over the first quarter of fiscal 2021, and decreased as a
percentage of revenues to 9.7% from 10.4% during this period. The decrease was
primarily due to lower business development costs as a percentage of revenues
compared to the same period in fiscal 2021.
General and Administrative Costs
General and administrative costs for the first quarter of fiscal 2022 increased
$248 million, or 32%, over the first quarter of fiscal 2021, and increased as a
percentage of revenues to 6.9% from 6.6% during this period. The increase was
primarily due to higher non-payroll costs as a percentage of revenues compared
to the same period in fiscal 2021.
Operating Income and Operating Margin
Operating income for the first quarter of fiscal 2022 increased $544 million, or
29%, over the first quarter of fiscal 2021. Operating margin for the first
quarter of fiscal 2022 was 16.3%, compared with 16.1% for the first quarter of
fiscal 2021.
Operating income and operating margin for each of the geographic markets are as
follows:
                                                                                Three Months Ended
                                                        November 30, 2021                                November 30, 2020
                                                      Operating              Operating                 Operating              Operating            Increase
(in millions of U.S. dollars)                            Income                 Margin                    Income                 Margin          (Decrease)
North America                               $          1,244                     18  %       $            889                     16  %       $      356
Europe                                                   745                     15                       629                     16                 115
Growth Markets                                           445                     15                       372                     16                  73
Total                                       $          2,434                   16.3  %       $          1,891                   16.1  %       $      544


Amounts in table may not total due to rounding.
We estimate that the aggregate percentage impact of foreign currency exchange
rates on our operating income during the first quarter of fiscal 2022 was
similar to that disclosed for revenue for each geographic market. The commentary
below provides insight into other factors affecting geographic market
performance and operating income for the first quarter of fiscal 2022 compared
with the first quarter of fiscal 2021:
•North America operating income increased primarily due to revenue growth.
•Europe operating income increased primarily due to revenue growth, partially
offset by lower contract profitability and higher acquisition-related costs.
•Growth Markets operating income increased primarily due to revenue growth,
partially offset by lower contract profitability.
Other Income (Expense), net
Other income (expense), net primarily consists of foreign currency gains and
losses, non-operating components of pension expense, as well as gains and losses
associated with our investments. During the first quarter of fiscal 2022, other
income (expense), net decreased $117 million from the first quarter of fiscal
2021, primarily due to lower gains on investments. For additional information,
see Note 1 (Basis of Presentation) to our Consolidated Financial Statements
under Item 1, "Financial Statements."
Income Tax Expense
The effective tax rates for the first quarter of fiscal 2022 and 2021 were 24.4%
and 23.4%, respectively. Absent the $120 million investment gains and related
$23 million in tax expense, our effective tax rate for the first quarter of
fiscal 2021 would have been 23.7%. The higher effective tax rate for the first
quarter of fiscal 2022 was primarily due to tax expense from adjustments to
prior year tax liabilities, partially offset by changes in the geographic
distribution of earnings and higher tax benefits from share-based payments.

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                                      Item 2. Management's Discussion and Analysis of Financial
ACCENTURE FORM 10-Q                   Condition and Results of Operations                                  25



Our provision for income taxes is based on many factors and subject to
volatility year to year. We expect the fiscal 2022 annual effective tax rate to
be in the range of 23.0% to 25.0%. The effective tax rate for interim periods
can vary because of the timing of when certain events occur during the year.
Earnings Per Share
Diluted earnings per share were $2.78 for the first quarter of fiscal 2022,
compared with $2.32 for the first quarter of fiscal 2021. The $97 million
investment gains, net of taxes, increased diluted earnings per share by $0.15 in
the first quarter of fiscal 2021. Excluding the impact of these gains, diluted
earnings per share would have been $2.17 for first quarter of fiscal 2021. For
information regarding our earnings per share calculations, see Note 3 (Earnings
Per Share) to our Consolidated Financial Statements under Item 1, "Financial
Statements."
The increase in diluted earnings per share is due to the following factors:
                                                        Earnings Per Share
Q1 FY21 As Reported                                   $             2.32
Higher revenue and operating results                                0.64
Lower share count                                                   0.01
Net Income attributable to noncontrolling interests                (0.01)
Higher effective tax rate                                          (0.03)
Lower gains on an investment, net of tax                           (0.15)
Q1 FY22 As Reported                                   $             2.78



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                                      Item 2. Management's Discussion and Analysis of Financial
ACCENTURE FORM 10-Q                   Condition and Results of Operations                                  26



Liquidity and Capital Resources
As of November 30, 2021, Cash and cash equivalents was $5.6 billion, compared
with $8.2 billion as of August 31, 2021.
Cash flows from operating, investing and financing activities, as reflected in
our Consolidated Cash Flows Statements, are summarized in the following table:
                                                                   Three Months Ended
(in millions of U.S. dollars)                           November 30, 2021           November 30, 2020             Change
Net cash provided by (used in):
Operating activities                                $              531          $            1,603          $  (1,072)
Investing activities                                            (1,913)                       (446)            (1,466)
Financing activities                                            (1,069)                       (999)               (70)
Effect of exchange rate changes on cash and cash
equivalents                                                        (80)                         22               (102)
Net increase (decrease) in cash and cash
equivalents                                         $           (2,531)         $              179          $  (2,710)


Amounts in table may not total due to rounding.
Operating activities: The $1,072 million decrease in operating cash flows was
due to a larger increase in receivables from clients and contract assets as well
as higher spending on certain compensation payments, partially offset by higher
net income.
Investing activities: The $1,466 million increase in cash used was primarily due
to higher spending on business acquisitions, lower proceeds from the sale of
businesses and investments, and higher spending on purchases of property and
equipment. For additional information, see Note 5 (Business Combinations) to our
Consolidated Financial Statements under Item 1, "Financial Statements."
Financing activities: The $70 million increase in cash used was primarily due to
an increase in the net purchases of shares as well as an increase in cash
dividends paid, partially offset by an increase in net proceeds from share
issuances. For additional information, see Note 7 (Shareholders' Equity) to our
Consolidated Financial Statements under Item 1, "Financial Statements."
We believe that our current and longer-term working capital, investments and
other general corporate funding requirements will be satisfied for the next
twelve months and thereafter through cash flows from operations and, to the
extent necessary, from our borrowing facilities and future financial market
activities.
Substantially all of our cash is held in jurisdictions where there are no
regulatory restrictions or material tax effects on the free flow of funds.
Domestic cash inflows for our Irish parent, principally dividend distributions
from lower-tier subsidiaries, have been sufficient to meet our historic cash
requirements, and we expect this to continue into the future.
Borrowing Facilities
As of November 30, 2021, we had the following borrowing facilities, including
the issuance of letters of credit, to support general working capital purposes:
                                                                                                       Borrowings
                                                                                   Facility                 Under
(in millions of U.S. dollars)                                                        Amount            Facilities
Syndicated loan facility                                                      $    3,000          $          -
Separate, uncommitted, unsecured multicurrency revolving credit facilities         1,276                     -
Local guaranteed and non-guaranteed lines of credit                                  252                     -
Total                                                                         $    4,527          $          -


Amounts in table may not total due to rounding.
Under the borrowing facilities described above, we had an aggregate of $718
million of letters of credit outstanding as of November 30, 2021. We have a
short-term commercial paper financing program backed by our $3 billion
syndicated credit facility. As of November 30, 2021, we had no commercial paper
outstanding.

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                                      Item 2. Management's Discussion and Analysis of Financial
ACCENTURE FORM 10-Q                   Condition and Results of Operations                                  27



Share Purchases and Redemptions
The Board of Directors of Accenture plc has authorized funding for our publicly
announced open-market share purchase program for acquiring Accenture plc Class A
ordinary shares and for purchases and redemptions of Accenture plc Class A
ordinary shares and Accenture Canada Holdings Inc. exchangeable shares held by
current and former members of Accenture Leadership and their permitted
transferees.
Our share purchase activity during the three months ended November 30, 2021 is
as follows:
                                                      Accenture plc Class A                              Accenture Canada
                                                         Ordinary Shares                        Holdings Inc. Exchangeable Shares
(in millions of U.S. dollars, except share
amounts)                                                   Shares              Amount                      Shares               Amount
Open-market share purchases (1)                      1,934,294          $      669                           -          $         -
Other share purchase programs                                -                   -                       7,000                    3
Other purchases (2)                                    500,609                 174                           -                    -
Total                                                2,434,903          $      843                       7,000          $         3


(1)We conduct a publicly announced open-market share purchase program for
Accenture plc Class A ordinary shares. These shares are held as treasury shares
by Accenture plc and may be utilized to provide for select employee benefits,
such as equity awards to our employees.
(2)During the three months ended November 30, 2021, as authorized under our
various employee equity share plans, we acquired Accenture plc Class A ordinary
shares primarily via share withholding for payroll tax obligations due from
employees and former employees in connection with the delivery of Accenture plc
Class A ordinary shares under those plans. These purchases of shares in
connection with employee share plans do not affect our aggregate available
authorization for our publicly announced open-market share purchase and the
other share purchase programs.
We intend to continue to use a significant portion of cash generated from
operations for share repurchases during the remainder of fiscal 2022. The number
of shares ultimately repurchased under our open-market share purchase program
may vary depending on numerous factors, including, without limitation, share
price and other market conditions, our ongoing capital allocation planning, the
levels of cash and debt balances, other demands for cash, such as acquisition
activity, general economic and/or business conditions, and board and management
discretion. Additionally, as these factors may change over the course of the
year, the amount of share repurchase activity during any particular period
cannot be predicted and may fluctuate from time to time. Share repurchases may
be made from time to time through open-market purchases, in respect of purchases
and redemptions of Accenture Canada Holdings Inc. exchangeable shares, through
the use of Rule 10b5-1 plans and/or by other means. The repurchase program may
be accelerated, suspended, delayed or discontinued at any time, without notice.
Off-Balance Sheet Arrangements
In the normal course of business and in conjunction with some client
engagements, we have entered into contractual arrangements through which we may
be obligated to indemnify clients with respect to certain matters.
To date, we have not been required to make any significant payment under any of
the arrangements described above. For further discussion of these transactions,
see Note 10 (Commitments and Contingencies) to our Consolidated Financial
Statements under Item 1, "Financial Statements."
Significant Accounting Policies
See Note 1 (Basis of Presentation) to our Consolidated Financial Statements
under Item 1, "Financial Statements."

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