C.E. Info Systems Limited — Board/Management Information 2024

Nov 29, 2024

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November 29, 2024

The Listing Department The Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Exchange Plaza Dalal Street Bandra Kurla Complex, Bandra (East) Mumbai 400 001 Mumbai 400 051 BSE SCRIP Code: 543425 NSE Symbol: MAPMYINDIA

Subject : Outcome of the Board Meeting held on November 29[th] , 2024 of C.E. Info Systems Limited (hereinafter referred to as “the Company”) under Regulation 30 of SEBI (Listing and Obligations and Disclosure Requirements) Regulations, 2015.

Dear Sir / Madam,

This is with reference to Regulation 30 of SEBI (Listing and Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the Board of Directors of the Company (the “Board”), at its meeting held today, i.e. November 29[th] , 2024, commenced at 06:45 PM and concluded at 8:40 PM has inter-alia approved the following agenda items among other items:

1. The Board considered & approved to make an investment of Rs 3,00,00,000/- (Rupees Three Crore only), in the form of Equity Share(s) & Compulsorily Convertible Preference Shares (CCPS) in one or more tranches, to acquire 9.37% stake on fully diluted basis in M/s. SimDaaS Autonomy Private Limited which is engaged in simulation-driven development for autonomous systems, including autonomous vehicles and advanced driverassistance systems (ADAS). The proposed investment is part of the Company’s strategic initiatives to support innovative technologies and enhance the business portfolio of the Company. The details, as required to be disclosed under Regulation 30 read with SEBI Circular dated 13[th] July, 2023, are also enclosed as Annexure‐A.

2. The Board considered & approved to make investment of Rs. 2,00,00,000/(Rupees Two Crore only) in the form of Compulsorily Convertible Preference Shares (CCPS) in one or more tranches, to acquire 19.84% stake on fully diluted basis in M/s. Kaiinos Geo Spatial Technologies Private Limited which is engaged in developing intelligent systems for strategymaking and execution for GIS Companies. The proposed investment is part of the Company’s strategic initiatives to support innovative technologies and enhance the business portfolio of the Company. The details, as required to be disclosed under Regulation 30 read with SEBI Circular dated 13[th] July, 2023, are also enclosed as Annexure‐B.

3. The Board considered the proposal that B2C business requires full focus, necessitating a dedicated separate Company. Mr. Rohan Verma is in the

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process of starting a new company in the segment of B2C. The Board considered & approved to make an investment of Rs. 10,00,000/- (Rupees Ten Lakhs only) to acquire 10% stake at face value of Rs. 10 per share and further invest Rs. 35 Crores in the form of Compulsorily Convertible Debentures (CCDs) in the proposed new Company to be formed by Mr. Rohan Verma for doing the B2C business exclusively. The proposed investment is part of the Company’s strategic initiatives to support innovative technologies, while maintaining its exclusive focus on B2B & B2B2C business. The details, as required to be disclosed under Regulation 30 read with SEBI Circular dated 13[th] July, 2023, are also enclosed as Annexure‐C .

4. Mr. Rohan Verma, will take an executive position in the new Company effective from 1[st] April, 2025. He will discontinue as CEO & Whole Time Director of the Company w.e.f. 31[st] March, 2025. He shall continue on the Board of the Company as a Non-Executive Director. Mr. Rakesh Kumar Verma, CMD will continue to provide the leadership in the Company.

Kindly acknowledge the receipt of the same.

Thanking you. Yours faithfully, For C.E. Info Systems Limited SAURABH Digitally signed by SAURABH SURENDRA SURENDRA SOMANI Date: 2024.11.29 SOMANI 20:47:06 +05'30'

Saurabh Surendra Somani Company Secretary & Compliance Officer

Enclosed As above

Annexure‐A

The details required pursuant the Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, read with SEBI Circular SEBI/HO/CFD/CFD‐PoD‐1/P/CIR/2023/123, dated 13[th] July, 2023, for investment in M/s. SimDaaS Autonomy Private Limited as follows:

S. No	Particulars		Details
1.	Name of the target entity, details in brief such as size, turnover etc.		SimDaaS Autonomy Private Limited. The Company is engaged in Simulation-driven development for autonomous systems, including autonomous vehicles and advanced driver-assistance systems (ADAS) ; Turnover in INR in Lakhs FY 2022 – Not Applicable FY 2023 – Not Applicable FY 2024- 21.90
2.	Whether the acquisition would fall within related party transactions and whether the promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at ‘’arm’s length’’		No, The company doesn’t have any interest in Target company.
3.	Industry towhichtheentitybeing acquired		Simulation-driven development for autonomous systems, including autonomous vehicles and advanced driver-assistance systems (ADAS)
4.	Objects and impact of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity)		The Company’s strategic initiatives to support innovative technologies and enhance the business portfolio of the company.
5.	Brief details of any governmental or regulatory approvals required for the acquisition		No government approvals required.
6.	Indicative time period for completion of the acquisition		Before 31stMarch, 2025
7.	Consideration‐ Whether cash consideration or share swap or any other formand details of the same		Cash
8.	Cost of acquisition and/or the price at which the shares are acquired		Rs. 3.00,00,000 (Rupees Three crore only)

9.	Percentage of shareholding/ control acquired and/ or number of shares acquired	1 equity and 12,389 Compulsorily Convertible Preference Shares (CCPS) to acquire a stake of 9.37% on fully diluted basis.	1 equity and 12,389 Compulsorily Convertible Preference Shares (CCPS) to acquire a stake of 9.37% on fully diluted basis.
10.	Brief background of the entity acquired in terms of products/ line of business acquired, date of incorporation, history of last 3 years turnover, country in which acquired entity has presence and any other significant information (in brief)	    	Products/ line of business acquired: Simulation-driven development for autonomous systems, including autonomous vehicles and advanced driver-assistance systems (ADAS) Date of incorporation of business acquired: 22-05-2023 Country in which acquired entity has presence: India History of last 3 years turnover: Provided under Point No. 1

Annexure‐B

The details required pursuant the Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, read with SEBI Circular SEBI/HO/CFD/CFD‐PoD‐1/P/CIR/2023/123, dated 13[th] July, 2023, for investment in M/s. Kaiinos GeoSpatial Technologies Private Limited as follows:

S. No	Particulars		Details
1.	Name of the target entity, details in brief such as size, turnover etc.		Kaiinos GeoSpatial Technologies Private Limited. The Company is engaged in developing intelligent systems for strategy- making and execution, which provides spatial insights for GIS companies. Turnover in INR in Lakhs FY 2022 – 33.79 FY 2023 – 91.99 FY 2024 - 97.48
2.	Whether the acquisition would fall within related party transactions and whether the promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at ‘’arm’s length’’		No, The company doesn’t have any interest in Target company.
3.	Industry towhichtheentitybeing acquired		The Company is engaged in developing intelligent systems for strategy-making and execution, for GIS companies.
4.	Objects and impact of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity)		The Company’s strategic initiatives to support innovative technologies and enhance the business portfolio of the company.
5.	Brief details of any governmental or regulatory approvals required for the acquisition		No government approvals required.
6.	Indicative time period for completion of the acquisition		Before 31stMarch, 2025
7.	Consideration‐ Whether cash consideration or share swap or any other form and details of the same		Cash
8.	Cost of acquisition and/or the price at which the shares are acquired		Rs. 2.00,00,000 (Rupees Two crore only)
9.	Percentage of shareholding/ control acquired and/ or number of shares acquired		1 equity and 296 Compulsorily Convertible Preference Shares (CCPS) to acquire a stake of 19.84% on fully diluted basis.

10.	Brief background of the entity acquired in terms of products/ line of business acquired, date of incorporation, history of last 3 years turnover, country in which acquired entity has presence and any other significant information (in brief)	   	Products/ line of business acquired: The Company is engaged in developing intelligent systems for strategy-making and execution, which provides spatial insights for GIS companies. Date of incorporation of business acquired: 02-11-2010 Country in which acquired entity has presence: India History of last 3 years turnover: Mentioned under Point No. 1 above

Annexure‐C

The details required pursuant the Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, read with SEBI Circular SEBI/HO/CFD/CFD‐PoD‐1/P/CIR/2023/123, dated 13[th] July, 2023, for investment in a Proposed New Company under incorporation as follows:

S. No	Particulars	Details
1.	Name of the target entity, details in brief such as size, turnover etc.	A proposed new Company under incorporation by Mr. Rohan Verma, for development of the consumer tech business.
2.	Whether the acquisition would fall within related party transactions and whether the promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at ‘’arm’s length’’	Yes. Mr. Rohan Verma, CEO & Whole Time Director of the Company, being in the promoter group, will be a Director in the new Company under incorporation. The Company shall acquire a 10% equity stake from the initial subscribers upon incorporation of the Company and shall further invest an amount of Rs. 35 Crores in the form of Compulsorily Convertible Debentures (CCDs) as per Debenture Subscription Agreement.
3.	Industry towhichtheentitybeing acquired	For developing consumer tech business (B2C).
4.	Objects and impact of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity)	For developing the consumer tech business segment. The proposed investment is part of the Company’s strategic initiatives to support innovative technologies and enhance the businessportfolio of the company.
5.	Brief details of any governmental or regulatory approvals required for the acquisition	No government approval is required.
6.	Indicative time period for completion of the acquisition	Before 31stMarch, 2025
7.	Consideration‐ Whether cash consideration or share swap or any other form and details of the same	Cash
8.	Cost of acquisition and/or the price at which the shares are acquired	Rs. 10,00,000 (Rupees Ten Lakhs only) for acquiring 1,00,000 equity shares of Rs. 10/- each amounting to 10% equity stake and further Rs. 35 Crores in the form of Compulsorily Convertible Debentures (CCDs).
9.	Percentage of shareholding/ control acquired and/ or number of shares acquired	Equity stake of 10% (1,00,000 equity shares of Rs. 10/- each).

10.	Brief background of the entity acquired in terms of products/ line of business acquired, date of incorporation, history of last 3 years turnover, country in which acquired entity has presence and any other significant information (in brief)	   	Products/ line of business acquired: Development of Consumer tech business segment. Date of incorporation of business acquired: Under the process of incorporation. Country in which acquired entity has presence: The Company is to be incorporated in India. History of last 3 years turnover:N.A.