CMS Info Systems Limited — Board/Management Information 2023

Dec 27, 2023

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CMSINFO/2312/003

December 27, 2023

To, BSE Limited National Stock Exchange of India Limited Listing Department, Exchange Plaza, C-1, Block-G, 1[st] Floor, PJ Towers, Dalal Street, Bandra Kurla Complex, Bandra (East), Fort, Mumbai – 400 001 Mumbai – 400 051

Scrip Code: 543441 Symbol: CMSINFO

Subject: Re-appointment of Mrs. Manju Agarwal and Ms. Sayali Karanjkar as Independent Directors of the Company.

Dear Sir/Madam,

Pursuant to Regulation 30 read with Part A of schedule III of SEBI (Listing obligations and Disclosure Requirements) Regulations. 2015, we inform you that based on the recommendation of the Nomination & Remuneration Committee, the Board of Directors of the Company have passed Circular Resolutions approving the re-appointment of :

• (i) Mrs. Manju Agarwal (DIN: 06921105), whose first term as Independent Director ends on 31[st] December, 2023, for another term of 3 (‘three’) years effective from 01[st] January, 2024 i.e upto 31[st] December, 2026 and

• (ii) Ms. Sayali Karanjkar (DIN: 07312305), whose first term as Independent Director ends on 31[st] December, 2023, for another term of 2 (two) years effective from 01[st] January, 2024 i.e. upto December 31, 2025.

Both the re-appointments are subject to the approval of the shareholders of the Company.

The details required to be furnished pursuant to Regulation 30 of the Listing Regulations read with the SEBI Circular No. SEBI/HO/CFD/CFD-PoD- 1/P/CIR/2023/123 dated July 13, 2023 is enclosed as Annexure A.

Further, pursuant to BSE Circular with ref. no. LIST/ COMP/ 14/ 2018-19 and the National Stock Exchange of India Ltd with ref. no. NSE/ CML/ 2018/ 24, both dated 20th June, 2018, we herby confirm that both the Directors being re-appointed are not debarred from holding the office of director by virtue of any SEBI order or any other such authority.

You are requested to kindly take the same on record.

Thanking you.

For CMS Info Systems Limited

Debashis Digitally signed by Debashis Dey Date: 2023.12.27 Dey 17:35:24 +05'30' Debashis Dey Company Secretary

Encl: as above

CMS Info Systems Limited |CIN: L45200MH2008PLC180479 | www.cms.com | E: contact@cms.com

Annexure A

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Information pursuant to regulation 30 of the Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD- 1/P/CIR/2023/123 dated July 13, 2023:

Name	:	Ms.ManjuAgarwal(DIN:06921105)	Ms. Sayali Karanjkar (DIN:07312305)
Reasonforchange	:	Re-appointmentasanIndependentDirector	Re-appointmentasanIndependentDirector
Dateofre-appointment	:	Re-appointed w.e.f. 01stJanuary,2024	Re-appointed w.e.f. 01stJanuary,2024
Termofre-Appointment	:	Re-appointmentasanIndependentDirector,foranother term of 3 (three) yearseffective from 01stJanuary, 2024to 31stDecember, 2026, subjectto the approval of Shareholdersof the Company.	Re-appointmentasanIndependent Director of theCompany for another term of 2(two) years effective from 01stJanuary, 2024 to December 31,2025 subject to the approval ofShareholders of the Company.
Brief Profile	:	Mrs. Manju Agarwal retired asthe Deputy Managing Director,DigitalBanking&NewBusinesses, SBI. She has over 35years of leadership experiencewith the State Bank of India, inIndia, and overseas, across itsRetail banking, Digital banking,Customer service, and Financialinclusion at the Policy, Strategy,and Operations functions.She has led SBI’s partnershipwith Reliance Industries Ltd toset up Jio Payments Bank Ltd.She has also been in leadershiproles for verticals like Govtbusiness, Transaction banking,andIssuing&Acquiringbusiness of the Bank, and ledSBI’s foray into Transit andMetro solutions and the Bank’sJan Dhan program.ShealsofunctionsasanIndependent Director on theboardsofHindujaLeylandFinance,HindujaHousingFinance, Paytm Payments Bank,Glenmark Life Sciences, PolycabIndia,andVistaarFinanced	Ms. Sayali Karanjkar is the Co-Founder of Paysense, where sheled the business, growth, andoperations function andwas the Chief Business Officer ofPayU Credit India. Prior toPaysense, Ms. Sayali spent 15+years in the US and Singaporebuildingandexecutingstrategies for leading consumerand retail companies in the US,with AT&T in California and withAT Kearney in Chicago.She is a founding member andventure partner at an early-stage Fintech focused fund withtwo seasoned Silicon Valleyinvestors.Sheisanangelinvestor and advisor to a mediatech startup, Opoyi, and an early-stage Fintech startup.ShealsoservesasanIndependent Director on theboard of One Mobikwik Systemsand Zaak Epayment Services.

CMS Info Systems Limited |CIN: L45200MH2008PLC180479 | www.cms.com | E: contact@cms.com

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		Services, among others.Mrs. Agarwal completed herPost-GraduationfromtheUniversity of Allahabad and is anAssociate of the Indian Instituteof Bankers and has certificationin Documentary Credits by EuroMoneyUK,certificationinMarketing by IIM, Kolkata, andcertificationinFinancialInclusion by Harvard KennedySchool, USA.	Ms. Karanjkar holds an MBAfrom the Kellogg School ofManagement,aMastersinEngineering Management fromNorthwesternUniversityIllinois, United States, and aBachelorsdegreefromtheNationalUniversityofSingapore.
Disclosureofrelationshipsbetweendirectors	:	She is not related to any of theDirectors of the Company.	She is not related to any of theDirectors of the Company.

CMS Info Systems Limited |CIN: L45200MH2008PLC180479 | www.cms.com | E: contact@cms.com