Aptech Ltd. — AGM Information 2021

Jul 2, 2021

Aptech Limited Regd. office: Aptech House A-65, MIDC, Moroi, Andheri (E), Mumbai - 400 093. T: 91 22 2827 2300 F: 91 22 2827 2399 www aptech-worldwide corn

July 2, 2021

To,	To,
BSE Limited	National Stock Exchange of India Limited
25th Floor, P J Towers,	Exchange Plaza, Plot no. C/1, G Block,
Dalal Street,	Bandra-Kurla Complex
Mumbai – 400 001	Bandra (E), Mumbai - 400 051.
Scrip Code: 532475	Symbol: APTECHT

Dear Sir(s)/Madam,

Subject: Proceedings of the 21st Annual General Meeting held on July 1, 2021

Pursuant to the Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith a summary of proceedings of the 21st Annual General Meeting of the Company held on Thursday, July 1, 2021 at 04.00 p.m. (IST) via Video Conference / Other Audio Visual Means.

You are requested to take the same on record.

Thanking you,

For Aptech Limited

A K Biyani Company Secretary Encl: As above

SUMMARY OF THE PROCEEDINGS OF 21ST ANNUAL GENERAL MEETING ("AGM")

The 21st Annual General Meeting of the Members of the Company was held on Thursday, July 1, 2021 at 04.00 p.m. (IST) via Video Conference / Other Audio Visual Means.

The details of members present in the meeting are as follows:

Category	Promoter and	Public	Total
	Promoter Group
In Person	N.A	N.A	N.A
Video Conference	2	43	45
Total	2	43	45

At the request of the Directors present, Mr. Vijay Aggarwal occupied the Chair. The Chairman acknowledged presence of our Statutory Auditor, Secretarial Auditor and Scrutinizer in this meeting.

Mr. Vijay Aggarwal commenced the meeting as requisite quorum was present. He welcomed the Shareholders and the Directors who were present at the meeting. He wished for all the Members and their family's safety during this difficult and challenging times and requested to take care of themselves and their family.

Mr. Aggarwal then informed that due to the outbreak of the COVID-19 pandemic, the Ministry of Corporate Affairs and SEBI has permitted to hold AGM through video conference/ other audiovisual means without the physical presence of members at a common venue.

He further informed that digital copy of the Register of Directors, KMP and their shareholding, Register of Contracts in which Directors are interested, Auditors certificate on ESOP implementation and other eligible documents can be viewed electronically. He mentioned that since the meeting is held through video conferencing, requirement of appointment of Proxy is not applicable and accordingly Register of proxy is not maintained.

With permission of the Members, the Notice of the 21st AGM along with the Explanatory Statement, Annual Report containing the Standalone and Consolidated Audited Financial Statements of the Company for the Financial Year ended March 31, 2021 and the Reports of the Board of Directors and the Auditors thereon were taken as read.

The Chairman informed that as per the provisions of the Companies Act, 2013, Ministry of Corporate Affairs circulars and SEBI circulars, the Company had provided remote e-voting facility to the Members on the portal of KFin Technologies Private Limited from 27th June, 2021 to 30th June, 2021. The Members present in the Meeting who have not been able to cast their votes on KFin portal during the voting period, can cast their votes during the AGM through e-

Aptech Limited Regd. office: Aptech House A-65, MIDC, Moroi, Andheri (E), Mumbai - 400 093. T: 91 22 2827 2300 F: 91 22 2827 2399 www aptech-worldwide corn

voting system provided by following the instructions given in the notice of AGM. In case of any technical issues, the Members may call on Toll Free number provided in the Notice of 21st AGM.

Thereafter, the following Resolutions as set out in the Notice convening the 21st Annual General Meeting were taken as read and moved by Mr. Aggarwal.

Sr. No.	*Resolutions Description (short resolution only for upload purpose)
Ordinary Business:
1	Ordinary Resolution: To receive, consider and adopt the Audited FinancialStatements (including Audited Consolidated Financial Statement) of theCompany for the Financial Year ended 31st March 2021, and the Reports of theBoard of Directors and Auditors thereon.
2	Ordinary Resolution: To appoint a director in place of Mr. Utpal Sheth havingDIN: 00081012 who retires by rotation and is eligible for reappointment.
Special Business:
3	Ordinary Resolution: To regularise and confirm the appointment ofMr.Ronnie Talati (DIN: 08650816) as an Independent Director for a period of 5years commencing from September 15, 2020.
4	Special Resolution: Tore-appoint Mr. Anil Pant (DIN: 07565631) asManaging Director and CEO for period of 5 years commencing from July 21,2021.
5	Special Resolution: Approval of ESOP scheme of "Aptech Limited EmployeeStock Option Plan 2021.

Mr. Aggarwal then requested the members present who have not cast their vote through remote e-voting to cast their vote electronically by clicking on the voting button visible on the screen.

The Chairman informed that Mr. Jay Mehta, Practicing Company Secretary has been appointed as Scrutinizer for scrutinizing voting process. The result of e-voting will be announced within prescribed time limit.

Mr. Aggarwal provided the below Snapshot of financial results:

Consolidated revenue from operations – Rs. 89 Crore as compared to Rs. 158 Crore last year

Consolidated PBT – Rs. 8.77 Crore as compared to Rs. 17.17 Crore last year

Consolidated PAT – Rs. 12.26 Crore as compared to Rs. 13.51 Crore last year

Net Debt on the balance sheet continues to be NIL from FY 2011 onwards.

Aptech Limited Regd. office: Aptech House A-65, MIDC, Moroi, Andheri (E), Mumbai - 400 093. T: 91 22 2827 2300 F: 91 22 2827 2399 www aptech-worldwide corn

The Chairman stated that the COVID-19 pandemic has created a significant disruption in the normal functioning of businesses due to social distancing norms and lockdowns in place to prevent the spread of the disease. The impact on the Company's business and operations was seen due to closure of in-class educational and training centres across India, cancellation/deferment of Grade 10th and 12th exams affecting enrolment pattern in domestic market and economic slowdown that resulted in lower recruitment numbers, an uncertain job market and reduced paying capacity. The Company's estimate of the financial impact during FY 2020-21 due to the pandemic was Rs. 8803 Lakhs in terms of operating revenue.

Mr. Aggarwal informed that the Company adapted to the situation by completely shifting all the value chain activities in the Retail business to digital format under 'Digital Pivot' model. It also significantly scaled back its fixed costs and optimized variable costs to ensure sustained profitability levels. There were other digital upgrades in the systems used by the Company to meet the new requirements.

Mr. Aggarwal then stated that queries, if any that were posted digitally through the Karisma portal (Kfin) were duly replied through the same portal by the Company. Thereafter since there were no further questions to be answered, Mr. Aggarwal declared the Annual General Meeting as closed at 4.23 P. M.

For Aptech Limited

A K Biyani Company Secretary Encl: As above