C.E. Info Systems Limited — AGM Information 2022

Sep 16, 2022

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Mops I APls I Navigation I Tracking I GIS

16t[h ] September, 2022

The Listing Department BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai 400 001 SSE SCRIP Code: 543425

The Listing Department National Stock Exchange of India Limited Exchange Plaza Sandra Kurla Complex, Sandra (East) Mumbai 400 051 NSE Symbol: MAPMYINDIA

Sub: Proceedings of 27[th ] Annual General Meeting of the Company

Dear Sir / Madam

Pursuant to Regulation 30 read with Schedule III of SESI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (the Regulations), please find enclosed herewith proceedings of 27[th ] Annual general Meeting of the Company held on[1] 5[t][h] September, 2022 at 11:00 AM. through Video Conferencing (VC) & Other Audio Visual Means (OAVM)

You are requested to take the same on your records.

Thanking You

For C.E. Info Systems Limit /3� urabh Surendra Somani � Company Secretary & Compliance Officer

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C.E. INFO SYSTEMS LIMITED

(Previously Known as C.E. Info Systems Pvt Ud)

237, Okhla Industrial.estat , Phase - Ill, New Delhi 110020, Digital Address: eloc.me/mmiOOO, Email: contact@mapmyindia.com, Website: www.mapmyi iacom, Phone: +91-11-4800 9900, CIN : L74899DL1995PLC065551, A CMMI & ISO 9001 :2008 Certified Company

PROCEEDINGS OF TWENTY‐SEVENTH ANNUAL GENERAL MEETING (“AGM”) OF THE MEMBERS OF C.E. INFO SYSTEMS LIMITED

The Twenty-Seventh Annual General Meeting (“AGM”/”Meeting”) of the members of C.E. Info Systems Limited was held on Thursday, 15 September 2022, at 11.00 a.m. (IST) through Video Conferencing (VC) or Other Audio Visual Means (OAVM) facility, in compliance with the applicable provisions of the Companies Act, 2013 read with MCA General Circular No. 14/2020, dated April 08, 2020, MCA General Circular No. 17/2020, dated April 13, 2020 and MCA General Circular No. 20/2020 dated May 05, 2020, and General Circular No. 02/2022 dated May 05, 2022.

Mr. Rakesh Kumar Verma, Chairman of the Company, chaired the meeting. The meeting was attended by 170 Members as per the attendance records of the Company. The requisite quorum being present through VC/OAVM, the Chairman called the meeting to order. The Following Directors were present at the meeting namely:

1. Mr. Rakesh Kumar Verma, Chairman & Managing Director;

2. Mr. Rohan Verma, CEO & Whole Time Director;

3. Mr. Shambhu Singh, Independent Director & Chairman of Audit Committee;

4. Mr. Anil Mahajan, Independent Director & Chairman of Nomination and Remuneration Committee;

5. Ms. Tina Trikha, Independent Director

6. Ms. Rakhi Prasad, Non-Executive Director & Chairman of Stakeholders Relationship and Grievance Committee;

Apart from the Directors, Mr. Anuj Kumar Jain, Chief Financial Officer and Mr. Saurabh Somani, Company Secretary and Compliance Officer and Mr. Brijesh Mathur, from Brijesh Mathur & Associates, Chartered Accountants (“Statutory Auditor”), Mr. Ajay Gupta from M/s Gupta Ajay & Associates, Chartered Accountants (“Internal Auditor”) and Mr. Santosh Kumar Pradhan from M/s Santosh Kumar Pradhan, Company Secretaries (“Secretarial Auditor”) and Scrutinizer appointed to scrutinise the e-voting & Voting at AGM process in a fair and transparent manner, also attended the Meeting.

Ms. Saurabh Somani informed the Members that (i) the Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act, (ii) the Register of contracts or arrangements in which Directors are interested maintained under Section 189 of the Act and (iii) Certificate from Secretarial Auditor as required under Regulation 13 of the Securities Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 were available for inspection during the AGM. He further informed the members that the Company has provided facility for remote e-voting. Remote e voting was opened from Monday, September 12, 2022 at

9.00 a.m. upto Wednesday, September 14, 2022 at 5.00 p.m. (IST). In order to get maximum participation of shareholders at the AGM, we have provided facility for voting electronically at this meeting. This is a facility by which all shareholders who have not voted through remote e-voting will be able to vote. The Company had provided the facility to cast the votes electronically, on all resolutions set forth in the Notice. Members who have not cast their votes yet electronically through remote e-voting and who are participating in this meeting will have an opportunity to cast their votes during the meeting through the e-voting system provided by CDSL. Members can click on “Vote” tab on the video conference screen to avail this feature.

The Notice of the 27[th] AGM and the Report of the Statutory Auditor and Secretarial Auditor was taken as read with the permission of the Members present as it did not contain any qualification, observation or comment thereof.

Thereafter, the Chairman readout the Chairman’s Speech and Mr. Rohan Verma briefed the Members about the performance of the Company during FY 2021-22 and future outlook. The Chairman’s Speech and the CEO’s Speech forms part of Annual Report which is available at the Company’s website at www.mapmyindia.com

Ms. Saurabh Somani, Company Secretary read the following items of business, as per the Notice of AGM dated August 5, 2022:

S. No	Resolutions	Type of Resolution
	Ordinary Businesses
1.	Adoption the Audited Standalone and Consolidated Financial Statements containing the Balance Sheet as at 31st March, 2022 and the Profit and Loss Accounts ended on that date, Cash Flow Statements along with the notes and schedules appended thereto and the reports of the Board of Directors and Auditors thereon.	Ordinary
2.	To ratify the payment of interim dividend of Rs. 2/- per equity share for the Financial Year ended March 31, 2022 as final dividend.	Ordinary
3.	To appoint a director in place of Ms. Rakhi Prasad (DIN: 07621845), who retires by rotation and being eligible, offers himself for re-appointment.	Ordinary
	Special Businesses
4.	To appoint Ms. Sonika Chandra as Non-Executive Director of the Company.	Special
5.	Ratification of the “Employee Stock Option Plan 2008 of C.E. Info Systems Limited”.	Ordinary

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6.	Approval of Payment of remuneration to Mrs. Rakhi Prasad (DIN: 07621845) as Non-Executive Director of the Company.	Special
7.	Approval for giving guarantee or providing security in connection with loans availed by a Subsidiary Company.	Special
8.	Power to make Loan, Investment & Guarantee.	Special

The Chairman, thereafter, informed that in accordance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014, the applicable circulars issued by MCA and Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with the Securities and Exchange Board of India Circular on e-voting facility provided by Listed Entities dated December 9, 2020 and the Secretarial Standard 2 on General Meetings (SS-2),The members were informed that the Company had provided a remote e-voting facility to the members to cast their votes electronically, on all resolutions set forth in the Notice convening the 27th AGM of the Company. The Members who had not cast their votes through remote e-voting platform were provided with an opportunity to cast their votes, through e-voting system of CDSL during the AGM for 30 minutes after which the meeting would stand closed.

Shareholders were provided a facility to ask questions or express their views through VC, audio and through web chat options on the tabled resolutions. Clarifications were provided to the queries raised by the members.

Mr. Saurabh Somani, Company Secretary & Compliance Officer informed the members that the voting results shall be announced after obtaining the Scrutinizer Report and the same shall be placed on the BSE & NSE website and also on CDSL’s website and on the website of the Company. The results of the voting through e-voting during the Annual General Meeting and remote e-voting opted by the members on the aforesaid resolutions, will be submitted separately in accordance with the provisions of Regulation 44 of the Regulations, along with Scrutinizer's report thereon.

He thanked all and declared proceedings as closed.

The Meeting concluded after E-voting ended at 12.55 P.M (IST).

You are requested to take the same on your records. Thanking You

For C.E. Info Systems Limited

Saurabh Surendra Somani Company Secretary & Compliance Officer