Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Ramji Al Noor

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/16/2020 A 2,784(1) A $0.00 21,655 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The reporting person was granted shares of restricted stock units on December 16, 2020 under the Company's Fifth Amended and Restated Director Compensation Policy and 2015 Stock Option and Incentive Plan. The restricted stock units vest over a three-year period at a rate of 33.333% on each of 9/1/21, 9/1/22 and 9/1/23. The award is subject to forward vesting by 12 months upon a change in control of the Company.
Paul D. Tutun, Attorney in Fact 12/18/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
Power of Attorney
I, Al-Noor Ramji, hereby constitute and appoint Thomas R. Holler, Ranjan Kalia
and Paul D. Tutun, and each of them individually, as my true and lawful
attorney-in-fact to:
1. 	Complete and execute on my behalf, as an executive officer and/or director
of Virtusa Corporation. (the "Company") any Form ID or Forms 3, 4, or 5 required
to be filed by it under Section 16(a) of the Securities Exchange Act of 1934 and
the rules and regulations thereunder;
2. 	Do and perform any and all acts for and on my behalf which may be necessary
or desirable to complete and execute any such Form ID or Forms 3, 4 or 5 and
timely file such form with the U.S. Securities and Exchange Commission and any
stock exchange or similar authority; and
3. 	Take any other action of any type whatsoever in connection with the
foregoing, which in the opinion of such attorney-in-fact may be of benefit to,
in the best interest of, or legally required of me, it being understood that the
documents executed by such attorney-in-fact on my behalf pursuant to this Power
of Attorney shall be in such form and shall contain such information as such
attorney-in-fact may approve in such attorney-in-fact's discretion.
I hereby grant to each of such attorneys-in-fact full power and authority to do
and perform all and every act which is necessary, proper or desirable to be done
in the exercise of any of the rights, powers and authority granted in this Power
of Attorney, with full power of substitution and revocation, and I rarify and
confirm every act that such attorney-in-fact lawfully performs or causes to be
done by virtue of this Power of Attorney and the powers and authority granted
I acknowledge that the attorneys-in-fact appointed in this Power of Attorney, in
serving in such capacity at my request, are not assuming, and the Company is not
assuming, any of my responsibilities to comply with Section 16 of the Securities
and Exchange Act of 1934 or the rules or regulations thereunder.
This Power of Attorney shall remain in full force and effect until I am no
longer required to file Forms 3, 4 or 5 with respect to my holding or
transactions in securities issued by the Company, unless I earlier revoke this
Power of Attorney in a signed writing delivered to the foregoing

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of
this 4th day of February 2011.

/s/ Al-Noor Ramji
Print Name:  Al-Noor Ramji

	On this 4th day of February, 2011, Al-Noor Ramji personally appeared before me,
and acknowledged that he executed the foregoing instrument for the purposes
therein contained.

	IN WITNESS WHEREOF, I have hereunto set my hand and official seal.

                       /s/ Amanda M. Blaine
                       Notary Public

STATE OF Massachuetts

COUNTY OF Worcester

 My Commission Expires: March 3, 2017