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COFORGE LIMITED — Proxy Solicitation & Information Statement 2025
Nov 4, 2025
61761_rns_2025-11-04_93a6e5ac-b5cf-45eb-a7ba-f0fedcf890f9.pdf
Proxy Solicitation & Information Statement
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Date: November 04, 2025
The Manager, Department of Corporate Services BSE Limited Floor 25, P.J. Towers, Dalal Street, Mumbai – 400 001 BSE Scrip code - 532541 Equity ISIN: INE591G01025
The General Manager, Department of Corporate Services National Stock Exchange of India Limited Exchange Plaza, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra, Mumbai – 400 051 NSE Symbol - COFORGE
Dear Sir/Madam,
Sub: Notice of meeting of the Equity Shareholders of Coforge Limited (“Company”) convened as per the directions of the Hon’ble National Company Law Tribunal, Chandigarh Bench (“NCLT”) in the matter of the Scheme of Amalgamation of Cigniti Technologies Limited with and into the Company and their respective shareholders and creditors.
Ref: Disclosure under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended (“SEBI Listing Regulations”).
With reference to our earlier disclosure dated December 27, 2024, July 18, 2025, August 07, 2025 and October 18, 2025 regarding the proposed Scheme of Amalgamation of Cigniti Technologies Limited (“Transferor Company”) with and into Coforge Limited (“Transferee Company” or “Company”) and their respective shareholders and creditors under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 read with rules made thereunder (“Scheme”), this is to further inform you that pursuant to order dated October 17, 2025, passed by the Hon’ble NCLT, in Company Application (CAA) No. 45/CHD/HRY/2025, the Hon’ble NCLT has issued directions to the Company for convening the meeting of its Equity Shareholders (“Meeting”), for the purpose of considering and, if thought fit, approving with or without modification(s) the proposed Scheme.
Accordingly, as per the directions set out in the order of the Hon’ble NCLT and in compliance with Section 108 and other applicable provisions of the Companies Act, 2013 (the “Act”) and related rules thereunder, read with the applicable general circulars issued by the Ministry of Corporate Affairs in relation to conducting general meeting through Video Conferencing (“VC”)/ other Audio Visual means (“OAVM”) with facility for e-voting, Regulation 44 and other provisions of the SEBI Listing Regulations, applicable SEBI Circulars and Secretarial Standard on General Meetings as issued by the Institute of Company Secretaries of India, we are submitting herewith the Notice of Meeting of the Company to be held on Saturday, December 06, 2025 at 10:30 AM (IST) through VC / OAVM, for the purpose of considering, and if thought fit, approving the proposed Scheme. The detailed instructions for joining the Meeting through VC/OAVM, manner of casting vote through e-voting, etc. are provided in the ‘Notes for the Meeting’ section of the Notice convening the Meeting.
The Company is dispatching the Notice, Explanatory Statement under Section 230(3) read with Section 102 and other applicable provisions of the Act and all annexures thereto through electronic mode to Equity Shareholders whose e-mail IDs are registered with the Company. For those Equity Shareholders whose e- mail IDs are not registered with the Company, physical letter regarding holding of the Meeting is being dispatched through speed post / courier containing a weblink, path to access notice on Company’s website and QR code, through which the Notice, Explanatory Statement under Sections 102 and 230(3) and other applicable provisions of the Act read with Rule 6 of the Companies (Compromises, Arrangements and
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India T: +91 120 4592300 | F: +91 120 4592 301 T: 0124-4627837 CIN: L72100HR1992PLC128382
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Amalgamations) Rules, 2016 and all annexures can be accessed. The aforesaid Notice and copy of physical letter are attached herewith as Annexure I and Annexure II respectively.
The aforesaid Notice and the Explanatory Statement together with the accompanying documents are also being uploaded on the Company’s website at https://www.coforge.com/hubfs/Meeting-of-ShareholderDec-2025.pdf.
You are requested to kindly take the above information on your records.
Thanking you
Yours faithfully, For Coforge Limited
BARKHA Digitally signed by BARKHA SHARMA SHARMA Date: 2025.11.04 23:54:21 +05'30'
Barkha Sharma Company Secretary & Compliance Officer Membership No. A24060
Encl.:
-
A. Annexure I – Copy of Notice
-
B. Annexure II – Copy of physical letter
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India T: +91 120 4592300 | F: +91 120 4592 301 T: 0124-4627837 CIN: L72100HR1992PLC128382
COFORGE LIMITED
Registered Office: Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, Palam Road, Gurugram - 122015, Haryana, India E-mail: [email protected] | Tel: 0124-4627837 Website: https://www.coforge.com | CIN: L72100HR1992PLC128382
NOTICE OF NATIONAL COMPANY LAW TRIBUNAL CONVENED MEETING OF THE EQUITY SHAREHOLDERS OF COFORGE LIMITED
Pursuant to the order of Hon’ble National Company Law Tribunal, Chandigarh Bench ( “Tribunal”) dated October 17, 2025.
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MEETING DETAILS
Day Saturday
Date December 06, 2025
Time 10:30 A.M. (IST)
Mode of Meeting As per the directions of the Tribunal, the Meeting shall be
conducted through Video Conferencing ( “VC” )/ Other Audio-
Visual Means (“ OAVM ”)
Cut-off date for sending Friday, October 31, 2025
notice to eligible
shareholders
Cut-off date for E-Voting Saturday, November 29, 2025
Remote E-Voting start date Wednesday, December 03, 2025, at 09:00 A.M. (IST)
and time
Remote E-Voting end date Friday, December 05, 2025, at 05:00 P.M. (IST)
and time
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INDEX
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Sl. Page
Contents
no. Nos.
Notice of National Company Law Tribunal Convened Meeting of the Equity
1. 01-11
Shareholders of Coforge Limited ( “Notice” ).
Explanatory Statement under Section 230(3) read with Section 102 and other
applicable provisions of the Companies Act, 2013 ( “Act” ) and Rule 6 of the
2. 12-31
Companies (Compromises, Arrangements and Amalgamations) Rules, 2016
(“ CAA Rules ”).
Annexure 1:
Scheme of Amalgamation between Cigniti Technologies Limited (“ Transferor
3. 32-65
Company ”) and Coforge Limited (“ Transferee Company” or “Company ”) and
their respective shareholders and creditors (“ Scheme ”).
Annexure 2:
Copy of order dated October 17, 2025, passed by the Tribunal in Company
4. 66-81
Application No. (CAA) No. 45/CHD/HRY/2025 in pursuance to which the Meeting
is to be convened.
Annexure 3:
5. Copy of the audited financial statements of the Transferor Company for the year 82-139
ended March 31, 2025.
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Annexure 4:
6. Copy of the limited review financial statements of the Transferor Company as on 140-143
September 30, 2025.
Annexure 5:
7. Copy of the audited financial statements of the Transferee Company for the year 144-209
ended March 31, 2025.
Annexure 6:
8. Copy of the limited review financial statements of the Transferee Company as 210-214
on September 30, 2025.
Annexure 7A and 7B:
9. Report of the Board of Directors of the Transferor Company and Transferee 215-233
Company pursuant to Section 232(2)(c) of the Act.
Annexure 8:
Joint valuation report dated December 27, 2024 prepared by KPMG Valuation
Services LLP (IBBI Registration No. IBBI/RV-E/06/2020/115) and PwC Business
10. 234-253
Consulting Services LLP (IBBI Registration No. IBBI/RV – E/02/2022/158)
registered valuers for the Transferor Company and Transferee Company,
respectively along with the Clarification Note to Valuation Report.
Annexure 9:
Joint Fairness opinion dated December 27, 2024 prepared by Axis Capital
11. Limited and JM Financial Limited (independent SEBI registered Category - I 254-274
Merchant Bankers) for the Transferor Company and Transferee Company,
respectively along with the Clarification Note to Fairness Opinion Report.
Annexure 10A and 10B:
Details of ongoing adjudication & recovery proceedings, prosecution initiated,
12. 275-279
and all other enforcement action taken, if any, against Transferor Company and
Transferee Company, their promoters and directors and KMPs.
Annexure 11:
Complaint reports submitted by the Transferor Company and Transferee
13. 280-287
Company to BSE Limited ("BSE") and National Stock Exchange of India Limited
(“NSE”), respectively.
Annexure 12A and 12B:
14. Observation letters dated July 17, 2025, and July 18, 2025, issued by NSE and 288-294
BSE, respectively.
Annexure 13A and 13B:
Pre-Scheme and post-Scheme shareholding patterns of Transferor Company
15. 295-345
and Transferee Company, each as on October 24, 2025, enclosed as Annexure
13A and 13B respectively.
Annexure 14A and 14B:
16. Capital built-up since incorporation and last 3 years of Transferor Company and 346-367
Transferee Company.
Annexure 15:
Certificate from the Statutory Auditor of the Transferor Company and Transferee
17. Company to the effect that the accounting treatment, proposed in the Scheme is 368-374
in conformity with the Accounting Standards prescribed under Section 133 of the
Companies Act, 2013.
Annexure 16:
18. Additional documents submitted with NSE as per Annexure – M of the NSE 375-442
Checklist
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The Notice of the Meeting, Explanatory Statement under Section 230(3) read with Section 102 and other applicable provisions of the Act and Rule 6 of the CAA Rules and all annexures thereto constitute a single and complete set of documents and should be read together as they form an integral part of this document.
FORM NO. CAA. 2 (Pursuant to Section 230(3) of the Companies Act, 2013 and Rules 6 and 7 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016)
BEFORE THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, CHANDIGARH BENCH [(CAA) No. 45/CHD/HRY/2025]
IN THE MATTER OF SECTIONS 230 TO 232 AND OTHER APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013
AND
IN THE MATTER OF SCHEME OF AMALGAMATION BETWEEN CIGNITI TECHNOLOGIES LIMITED AND COFORGE LIMITED AND THEIR RESPECTIVE SHAREHOLDERS AND CREDITORS
BETWEEN
Cigniti Technologies Limited,
CIN: L72200HR1998PLC129027
A company incorporated under the provisions of the Companies Act, 1956 and having its registered office situated at Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, Gurugram, Palam Road, Haryana -122015, India.
Email Id: [email protected]
------- Applicant Company 1/ Transferor Company
Coforge Limited,
CIN: L72100HR1992PLC128382
A company incorporated under the provisions of the Companies Act, 1956, having its registered office situated at Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, Gurugram, Palam Road, Haryana -122015, India.
Email Id: [email protected]
------- Applicant Company 2/ Transferee Company
NOTICE OF NATIONAL COMPANY LAW TRIBUNAL CONVENED MEETING OF EQUITY SHAREHOLDERS OF COFORGE LIMITED
To The Equity Shareholders of Coforge Limited
- NOTICE is hereby given that pursuant to the order dated October 17, 2025 ( “Tribunal Order” ), passed by the Hon’ble National Company Law Tribunal, Chandigarh Bench ( “Tribunal” ), a meeting of the Equity Shareholders of the Coforge Limited (“ Transferee Company ” or “Company” ), will be held for the purpose of their considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation between Cigniti Technologies Limited (“ Transferor Company ”), and Transferee Company and their respective shareholders and creditors (“ Scheme ”) on Saturday, December 06, 2025 at 10:30 A.M. (IST) (“Meeting”) through Video Conferencing (“VC”) / other Audio Visual means (“OAVM”) . The deemed venue for the Meeting shall be at Plot No. TZ- 2 & 2A, Sector Tech Zone Yamuna Expressway, Greater Noida, Uttar Pradesh – 201308, India. A copy of the Tribunal Order is annexed hereto and marked as Annexure 2.
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- Pursuant to the said Tribunal Order and as directed therein, the Meeting will be held through VC/ OAVM, in compliance with the applicable provisions of the Companies Act, 2013 (“ Act ”) and Secretarial Standard on General Meetings as issued by the Institute of Company Secretaries of India (“ SS-2 ”) to consider, and if thought fit, to pass, with or without modification(s) the following resolution for approval of the Scheme by requisite majority as prescribed under Sections 230(1) and 230(6) read with 232(1) of the Act, as amended:
“ RESOLVED THAT pursuant to the provisions of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 read with the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), applicable circulars and notifications issued by the Ministry of Corporate Affairs (MCA), the rules, circulars and notifications made thereunder (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), Section 2(1B) of the Income-tax Act, 1961, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), the Securities and Exchange Board of India Master Circular No. SEBI/HO/CFD/POD2/P/CIR/2023/93 dated June 20, 2023, subject to: (a) the provisions of the Memorandum and Articles of Association of Coforge Limited (“ Company ”); (b) the approval of Hon’ble National Company Law Tribunal, Chandigarh Bench (“ Tribunal ”); (c) such other approvals, permissions and sanctions of regulatory and other authorities, as may be necessary; and (d) such conditions and modifications as may be deemed appropriate by the parties to the Scheme, at any time and for any reason whatsoever, or which may otherwise be considered necessary, desirable or as may be prescribed or imposed by the Tribunal or by any regulatory or other authorities, while granting such approvals, permissions and sanctions, which may be agreed to by the Board of Directors of the Company (“ Board ”) which term shall be deemed to mean and include one or more committee(s) constituted/ to be constituted by the Board or any other person authorized by it to exercise its powers including the powers conferred by this resolution, the arrangement embodied in the Scheme of Amalgamation between Cigniti Technologies Limited and the Company and their respective shareholders and creditors (“ Scheme ”), be and is hereby approved.
RESOLVED FURTHER THAT the any of the Director or Company Secretary or Chief Financial Officer of the Company be and are hereby severally authorized to do all such acts, deeds, matters and things, as it may, in its absolute discretion deem requisite, desirable, appropriate or necessary to give effect to this resolution and effectively implement the amalgamation embodied in the Scheme and to make any modifications or amendments to the Scheme at any time and for any reason whatsoever, and to accept such modifications, amendments, limitations and/or conditions, if any, which may be required and/or imposed by the Tribunal or its appellate authority(ies) while sanctioning the amalgamation embodied in the Scheme or by any authorities under law, or as may be required for the purpose of resolving any questions or doubts or difficulties that may arise including passing of such accounting entries and/or making such adjustments in the books of accounts as considered necessary in giving effect to the Scheme or in regard to and of the meaning or interpretation of the Scheme or implementation thereof or in any matter whatsoever connected therewith, or to review the position relating to the satisfaction of various conditions of the Scheme and if necessary, to waive any of those, and to do all acts, deeds and things as may be necessary, desirable or expedient for carrying the Scheme into effect or to approve withdrawal (and where applicable, re-filing) of the Scheme at any stage for any reason including in case any changes and/or modifications are suggested/required to be made in the Scheme or any condition suggested, required or imposed, whether by any shareholder, creditor, Securities Exchange Board of India, the Tribunal, and/or any other authority, which are in the Board’s view not acceptable to the Company, and/or if the Scheme cannot be implemented otherwise, and to do all such acts, deeds and things, as the Board may deem fit and proper.
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RESOLVED FURTHER THAT the Board may delegate all or any of its powers herein conferred to any Director(s) and/or officer(s) of the Company, to give effect to this resolution, if required, as it may in its absolute discretion deem fit, necessary, or desirable, without any further approval from the Equity Shareholders of the Company.”
- TAKE FURTHER NOTICE THAT the Equity Shareholders shall have the facility and option of voting on the resolution for approval of the Scheme by casting their votes (a) by remote electronic voting (“ Remote E-Voting ”) during the period as stated below:
| Remote E-Voting period | Remote E-Voting period |
|---|---|
| Commencement of voting | Wednesday, December 03, 2025, at 09:00 A.M.(IST) |
| End of voting | Friday,December 05,2025,at 05:00 P.M.(IST) |
or (b) through E-Voting system available at the Meeting to be held virtually on Saturday, December 06, 2025 at 10:30 A.M. (IST) and for 15 minutes from the conclusion of the meeting (“ E-Voting at the Meeting ”).
Remote E-Voting and E-Voting at the Meeting shall be hereinafter collectively referred to as “ E-Voting ”.
-
Only the registered Equity Shareholders of the Transferee Company whose names are recorded in the Register of Members of Transferee Company or in the Register of Beneficial Owners maintained by the Depositories (such members holding shares either in physical form or in electronic form) as of the Cut-off Date (i.e. Saturday, November 29, 2025) shall be entitled to exercise their voting rights on the resolution proposed in the Notice and attend the Meeting.
-
A copy of the Scheme, Explanatory Statement under Section 230(3) read with Section 102 and other applicable provisions of the Act and Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 (“ CAA Rules ”) along with all annexures to such statement are enclosed herewith.
-
The Tribunal has appointed Mr. L.N. Gupta (IAS(R) and former member NCLT) (Email Id: [email protected]) as the Chairperson and Mr. Yashraj Singh (Advocate) (Email Id: [email protected]) as the Scrutinizer for the Meeting. The above-mentioned Scheme, if approved at the Meeting, will be subject to the subsequent approval of the Tribunal.
-
The Scheme, if approved in the aforesaid Meeting, will be subject to the subsequent sanction of the Tribunal and such other approvals, permissions, and sanctions of regulatory or other authorities, as may be necessary.
-
The Transferee Company has appointed National Securities Depository Limited (“NSDL”), for the purposes of providing E-Voting facility for the Meeting so as to enable the Equity Shareholders of Company to consider and approve the Scheme by way of the aforesaid resolution. Accordingly, voting by Equity Shareholders on the proposed resolution shall be carried out through E-Voting facility made available for the Meeting, as stated in the notes herein below.
-
If so desired, Equity Shareholders may obtain a physical copy of the Notice and the accompanying documents, i.e., Scheme and the statement under Section 230(3) read with Section 102 and other applicable provisions of the Act and Rule 6 of the CAA Rules, free of charge. A request in this regard, may be sent at [email protected].
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Place: Greater Noida Date: November 01, 2025
Sd/- Barkha Sharma Company Secretary & Compliance Officer Membership No. A24060
Notes for the Meeting:
-
Pursuant to the directions of the Hon'ble National Company Law Tribunal, Chandigarh Bench ("Tribunal") , vide its Order dated October 17, 2025 (“ Tribunal Order ”), the Meeting of the Equity Shareholders of the Company is being conducted through Video Conferencing (“ VC ”) / Other Audio Visual Means (“ OAVM ”) facility to transact the business set out in the Notice convening this Meeting, which does not require physical presence of the Equity Shareholders at a common venue. The deemed venue for the Meeting shall be at Plot No. TZ- 2 & 2A, Sector Tech Zone Yamuna Expressway, Greater Noida, Uttar Pradesh – 201308, India.
-
An Explanatory Statement pursuant to Sections 230(3), 232(1), 232(2) and 102 of the Act read with Rule 6 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 (“ CAA Rules ”) (“ Explanatory Statement ”) in respect of the business set out in the Notice of the Meeting is annexed hereto. The Meeting will be conducted in compliance with the applicable provisions of the Tribunal Order, Act, Secretarial Standard-2, and other applicable laws.
-
A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the Cut-off date i.e., Saturday, November 29, 2025 only shall be entitled to exercise his / her / its voting rights on the resolution proposed in the Notice and attend the Meeting. A person who is not an Equity Shareholder as on the Cut-off date, should treat the Notice for information purpose only.
-
In terms of the Tribunal Order, the Notice, Explanatory Statement under Section 230(3) read with Section 102 and other applicable provisions of the Act and all annexures thereto are being sent through electronic mode to Equity Shareholders whose e-mail IDs are registered with the Company. For those Equity Shareholders whose e-mail IDs are not registered with the Company, physical letter regarding holding of the meeting being sent through speed post /courier containing a weblink, path to access notice on Company’s website and QR code, through which the Notice, Explanatory Statement under Section 230(3) read with Section 102 and other applicable provisions of the Act and all annexures can be accessed, in lieu of sending the voluminous physical documents.
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The authorized representative of a body corporate which is an Equity Shareholders of the Company may attend and vote at the Meeting provided a copy of the resolution of the Board of Directors or other governing body of the body corporate authorizes such representative to attend and vote at the Meeting, duly certified to be a true copy by a director, manager, secretary or other officer of such body corporate, is e-mailed to the Scrutinizer through email at the registered email address [email protected] before the VC/ OAVM Meeting or before the Remote E-Voting, as the case may be.
-
NSDL, the E-Voting service provider will provide the facility for voting to the Equity Shareholders through Remote E-Voting, for participation in the Meeting through VC/ OAVM and E-Voting at the Meeting
-
Since this Meeting is being held through VC/OAVM, physical attendance of Equity Shareholders has been dispensed with. Accordingly, the facility for appointment of proxies
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by the Equity Shareholders will not be available for the Meeting and hence the proxy form, route map and attendance slip are not annexed hereto.
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In case of joint holders attending the Meeting, the Equity Shareholder whose name appears as the first holder in order of names as per Register of Members will be entitled to vote.
-
Equity Shareholders attending the Meeting through VC / OAVM shall be reckoned for the purpose of quorum. In terms of the Tribunal Order, the quorum for the meeting shall be in accordance with the provisions of the Act and the rules made thereunder.
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The Equity Shareholders may note that the aforesaid documents are also available on the website of the Company at www.coforge.com and on the website of the Stock Exchanges, i.e., BSE Limited ("BSE") at www.bseindia.com and the National Stock Exchange of India Limited ("NSE") viz. www.nseindia.com, the website of NSDL at https://www.evoting.nsdl.com, being the agency appointed by the Company to provide E- Voting and other facilities for the Meeting.
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If so desired, Equity Shareholders may obtain a physical copy of the Notice and the accompanying documents, i.e., Scheme and the statement under Sections 230 and 232 read with Section 102 and other applicable provisions of the Act and Rule 6 of the CAA Rules etc., free of charge. A written request in this regard, along with details of their shareholding in the Company, may be addressed to the Company Secretary at [email protected]. Further, all the documents referred to in the accompanying Explanatory Statement shall also be open for inspection to the Equity Shareholders at the registered office of the Company and at Plot No. TZ- 2 & 2A, Sector Tech Zone Yamuna Expressway, Greater Noida, Uttar Pradesh – 201308, India between 10:00 A.M. to 05:00 P.M., on all working days up to the date of the Meeting.
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The Equity Shareholders of the Transferee Company can join the Meeting in the VC/ OAVM mode 15 minutes before the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The detailed instructions for joining the Meeting through VC/ OAVM forms part of the notes to this Notice.
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Subject to receipt of requisite majority of votes as per Sections 230 to 232 of the Act, the resolution proposed in the Notice shall be deemed to have been passed on the date of the Meeting (specified in the Notice).
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It is clarified that casting of votes by Remote E-Voting (prior to the Meeting) does not disentitle Equity Shareholders from attending the Meeting. However, after exercising right to vote through Remote E-Voting prior to the Meeting, Equity Shareholders shall not vote again at the Meeting. In case the Equity Shareholders cast their vote via both the modes i.e., Remote E-Voting prior to the Meeting as well as E-Voting at the Meeting, then voting done through Remote E-Voting before the Meeting shall prevail once the vote on a resolution is cast by the Equity Shareholders, whether partially or otherwise. The Equity Shareholders shall not be allowed to change it subsequently.
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As directed by the Tribunal, Mr. Yashraj Singh (Advocate) (Email Id: [email protected]), has been appointed as Scrutinizer for the said Tribunal convened meeting of the Equity Shareholders for conducting voting by Remote E-Voting and E-Voting during the Meeting in a fair and transparent manner. The Scrutinizer will submit his report to the Chairperson after completion of the scrutiny of the votes casted by the Equity Shareholders through E-Voting (both prior to and during the Meeting). The Scrutinizer’s decision on the validity of the votes shall be final. The results of votes casted through Remote E-Voting and E-Voting at the Meeting, shall be announced by the Chairperson not later than 2 (two) working days of the conclusion of the Meeting upon receipt of Scrutinizer’s report
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and the same shall be displayed on the website of the Company i.e. https://www.coforge.com/ and on the website of NSDL i.e. https://www.evoting.nsdl.com/.
- As per the Tribunal Order, the Chairperson shall report the result of the Meeting to the Tribunal within 7 (seven) working days from the date of holding of the meeting with regard to Scheme.
17. Remote E-Voting:
-
The Remote E-Voting period shall commence on Wednesday, December 03, 2025, at 09:00 A.M. (IST) and ends on Friday, December 05, 2025, at 05.00 P.M. (IST). During this period, Equity Shareholders of the Company, may cast their vote by Remote E-Voting. The said Remote E-Voting module shall be disabled by NSDL for voting immediately thereafter. Equity Shareholders who have not casted their votes through Remote E-Voting will be able to cast their votes through E-Voting during the meeting on Saturday, December 06, 2025 at 10:30 A.M. (IST) and for 15 minutes from the conclusion of the meeting.
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Equity Shareholders of the Company who have not registered their email address with the Company, may complete the email registration process as under to vote on the resolution(s) mentioned therein:
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(i) The Equity Shareholders of the Company who have not registered their e-mail addresses may temporarily get their e-mail addresses registered with the Company by sending email at [email protected]. The Equity Shareholders are requested to provide details such as name, PAN, mobile number and e-mail ID.
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(ii) It is clarified that for permanent registration of email address, Equity Shareholders are requested to register their email addresses, with the Transferee Company.
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In case of any difficulty in E-Voting or attending the Meeting through VC/ OAVM, etc., the following persons may be contacted:
| Name Mr. Amit Vishal or Ms. Pallavi Mhatre |
Name Mr. Amit Vishal or Ms. Pallavi Mhatre |
Name Mr. Amit Vishal or Ms. Pallavi Mhatre |
|---|---|---|
| Contact Number | 022-48867000 | |
| E-mail ID | [email protected] |
- The instructions for Equity Shareholders for Remote E-Voting and joining Meeting are as under:
Instructions:
| Type of shareholders |
Login Method |
|---|---|
| Individual Shareholders holding securities in demat mode with NSDL. |
1.Existing IDeAS user can visit the e-Services website of NSDL Viz.https://eservices.nsdl. comeither on a Personal Computer or on a mobile. On the e-Services home page click onthe “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section , this willprompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click oncompanyname or e- |
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Voting service provider i.e. NSDL and you will be re-directed to e- Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
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If you are not registered for IDeAS e-Services, option to register is available at https:// eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https://eservices. nsdl.com/SecureWeb/IdeasDirectReg.jsp
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
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Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.
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Individual Shareholders 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will
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holding securities in demat mode with be made available to reach e-Voting page without any further CDSL authentication. The users to login Easi /Easiest are requested to visit CDSL website www.cdslindia.com and click on login icon & New System Myeasi Tab and then user your existing my easi username & password.
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After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly.
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If the user is not registered for Easi/Easiest, option to register
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| is available at CDSL websitewww.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. |
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|---|---|
| Individual Shareholders(holding securities in demat mode) login through their depository participants |
You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting duringthemeeting. |
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
| Login type | Login type | Helpdesk details |
|---|---|---|
| Individual Shareholders holding securities in demat mode with NSDL |
Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] call at 022-4886 7000 |
|
| Individual Shareholders holding securities in demat mode with CDSL |
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] or contact at toll free no. 1800 22 55 33 |
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B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
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Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
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Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.
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A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
- Your User ID details are given below :
| 5. | Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical |
Your User ID is: |
|---|---|---|
| a) For Members who hold shares in demat account with NSDL. |
8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**. |
|
| b) For Members who hold shares in demat account with CDSL. |
16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12** |
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| c) For Members holding shares in Physical Form. |
EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001 |
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| b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password. c) How to retrieve your ‘initial password’? (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your‘initial password’. |
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- (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
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If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
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a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
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b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
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c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
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d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL
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After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
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Now, you will have to click on “Login” button.
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After you click on the “Login” button, Home page of e-Voting will open.
Step 2: Cast your vote electronically and join Meeting on NSDL e-Voting system.
How to cast your vote electronically and join Meeting on NSDL e-Voting system?
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After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and Meeting is in active status.
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Select “EVEN” of company for which you wish to cast your vote during the remote e- Voting period and casting your vote during the Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”.
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Now you are ready for e-Voting as the Voting page opens.
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Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
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Upon confirmation, the message “Vote cast successfully” will be displayed.
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You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
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Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
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Equity Shareholders who would like to express their views / have questions / seek any information during the Meeting with regard to the item of business to be transacted at the Meeting may register themselves as a speaker by sending their request from their registered email ID in advance at least 7 (seven) days before the date of the meeting mentioning their name, Demat Account Number (DP ID and Client ID) / Folio Number, email ID, PAN and mobile number to the Company at [email protected]. The shareholders who do not wish to speak during the Meeting but have queries may send their queries in advance at least 7 (seven) days before the date of the meeting mentioning their name, Demat Account Number (DP ID and Client ID) / Folio Number, email ID, mobile number and PAN at [email protected]. These queries will be replied to by the Company suitably.
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- Those Equity Shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the Meeting. The Company along with Chairperson reserves the right to restrict the number of speakers depending on the availability of time at the Meeting.
Equity Shareholders are requested to carefully read all the Notes set out herein and in particular, instructions for joining the Meeting, manner of casting vote through E-Voting.
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FORM NO. CAA. 2 ( Pursuant to Section 230(3) of the Companies Act, 2013 and Rule 6 and 7 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016)
BEFORE THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, CHANDIGARH BENCH [(CAA) No. 45/CHD/HRY/2025]
IN THE MATTER OF SECTIONS 230 TO 232 AND OTHER APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013
AND
IN THE MATTER OF SCHEME OF AMALGAMATION BETWEEN CIGNITI TECHNOLOGIES LIMITED AND COFORGE LIMITED AND THEIR RESPECTIVE SHAREHOLDERS AND CREDITORS
EXPLANATORY STATEMENT UNDER SECTION 230(3) READ WITH SECTION 102 AND OTHER APPLICABLE PROVISIONS OF THE COMPANIES ACT, 2013 (“ACT”) AND RULE 6 OF THE COMPANIES (COMPROMISES, ARRANGEMENTS AND AMALGAMATIONS) RULES, 2016 (“CAA RULES”) TO THE NOTICE OF THE MEETING OF THE EQUITY SHAREHOLDERS OF COFORGE LIMITED CONVENED PURSUANT TO ORDER OF THE HON’BLE NATIONAL COMPANY LAW TRIBUNAL, CHANDIGARH BENCH (“TRIBUNAL”) DATED OCTOBER 17, 2025 (“TRIBUNAL ORDER”)
1. Meeting for the Scheme:
This is a statement accompanying the Notice convening the Meeting of the Equity Shareholders of Coforge Limited (“ Transferee Company ” or “ Company ”), for the purpose of considering and if thought fit, approving, with or without modification(s), the proposed Scheme of Amalgamation between Cigniti Technologies Limited (“ Transferor Company ”) and Transferee Company and their respective shareholders and creditors (“ Scheme ”), pursuant to the provisions of Sections 230 to 232 of the Companies Act, 2013 (“ Act ”), and any other applicable provisions of the Act (including any statutory modification(s) or reenactment thereof, for the time being in force). The Scheme provides for the amalgamation of the Transferor Company with and into the Transferee Company in the manner specified in the Scheme and various other matters consequential thereto or otherwise integrally connected therewith.
The salient features of the Scheme are given in Paragraph 3 of this Statement. A copy of the Scheme is annexed hereto and marked as Annexure 1 .
2. Date, Time and Mode of Meeting:
Pursuant to the Tribunal Order, the Meeting of the Equity Shareholders of the Company, will be held for the purpose of their considering and, if thought fit approving, with or without modification(s), the said Scheme through VC/OAVM on Saturday, December 06, 2025 at 10:30 A.M. (IST).
3. Need for the merger, Rationale of the scheme, Synergies of business of the entities involved in the scheme and cost benefit analysis of the scheme:
(a) Amalgamation of the Transferor Company with and into the Transferee Company would inter alia have the following benefits:
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- (i) Empowering Digital Transformation : The Transferor Company is primarily engaged in the business of assurance and digital engineering services across the world. The Amalgamation will create synergized capabilities between the businesses of the Companies and create synergized capabilities to offer a strategic advantage in the global arena of Al led assurance and digital engineering IT solutions. The Amalgamation will be strategically positioned to expand across diverse industries and regions, with a strong focus on the US market.
Commitment to delivering exceptional value to stakeholders will be strengthened, establishing the Transferee Company as a preferred partner for digital transformation initiatives. This Amalgamation will enable Transferee Company to capitalize on the significant opportunities arising from Al advancements, especially in specialized assurance services, driving innovation and achieving outstanding results for the clients across the globe.
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(ii) Accelerate Growth : With prior acquisitions and the Amalgamation, the combined entity will create 3 (three) new scaled up verticals - Retail, Technology and Healthcare. The Amalgamation will help the Transferee Company realize its objective of scaling up its presence across South-West, Mid-West and Western US markets. The combined entity will be able to address the significant opportunities that the proliferation of Al is creating for specialized Assurance Services. Given the shareholding structure and the Companies engaged in similar and/or complementary businesses, the Amalgamation will contribute to furthering and fulfilling the objectives and business strategies of the Companies thereby accelerating growth, expansion, and development of the respective businesses through the Transferee Company. The Amalgamation will enhance synchronization between existing services being offered by the Companies and enable the Transferee Company to provide better service offerings to customers resulting in increased value proposition.
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(iii) Efficiency in customer approach : The combined entity i.e. the Transferee Company will have a broader portfolio of services targeted at a wider array of customers spread across various locations - India and overseas. This will also enable the Transferee Company to address newer solutions and services to its customers and enhance its marketing capabilities.
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(iv) Operational integration : The Amalgamation will provide an opportunity for reduction of operational costs through pooling of orders and improved sales. Further, culture of sharing of best practices, cross-functional learnings, will be fostered which will promote greater systemic efficiency. Also, pooling of resources of the Transferor Company with the resources of the Transferee Company will lead to synergy of operations, seamless access to the assets of the Transferor Company and Transferee Company.
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(v) Simplified structure and efficiency : Simplification and streamlining of the corporate structure by reducing the number of legal entities, thereby eliminating corporate redundancies, such as duplication of administrative work, duplicate work streams related to corporate governance, reduction of multiplicity of legal and regulatory compliances, and associated costs thereof.
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(vi) Efficiency in working capital and cash flow management : Greater efficiency in management of cash balances presently available with the Companies and access to cash flows generated by the combined business. Further, efficiency in cash management will improve substantially enabling the entities to have
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unfettered access to cash flow generated which can be deployed for growth and sustenance.
(b) Synergies of business of the entities involved in the Scheme:
The proposed Scheme would result in following synergies:
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(i) Market Expansion : The combined entity i.e. the Transferee Company can leverage the geographical strengths of each company to gain access to new markets and customers. This can lead to an increased customer base and market share.
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(ii) Cross-Selling Opportunities : With complementary industry verticals, there is an opportunity to cross-sell products/ services to the existing customer base of each company, potentially increasing revenue streams.
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(iii) Operational Efficiencies : The amalgamation may lead to the consolidation of operations, such as shared services or centralized administration, which can reduce costs and improve operational efficiency.
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(iv) Technology and Innovation: The pooling of technological resources and talent can accelerate innovation, leading to the development of new products/ services. This can also improve the competitive position of the combined entity.
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(v) Talent and Knowledge Sharing : The amalgamation can lead to a richer talent pool with diverse skills and experiences. Knowledge sharing between teams can foster innovation and best practice adoption.
(c) Cost benefit analysis of the Scheme
The Scheme would lead to incurring of some costs towards its implementation, however, the benefits of the Scheme over a longer period would far outweigh such costs for the stakeholders of the Transferee Company and lead to operational efficiency and cost savings through rationalization / consolidation of support functions and business processes.
4. Background of the companies:
Transferor Company : is a public company which was incorporated under the name Chakkilam Infotech Private Limited and under the provisions of the Companies Act, 1956 (hereinafter referred to as “1956 Act”) on September 03, 1998, as a private company limited by shares. Subsequently, the Transferor Company was converted into public limited company vide fresh certificate of incorporation dated January 31, 2000. The name of the Transferor Company was changed from Chakkilam Infotech Limited to Cigniti Technologies Limited vide fresh certificate of incorporation dated October 19, 2011, having current CIN L72200HR1998PLC129027, PAN AABCC1969J and e-mail ID [email protected]. Presently, the registered office of the Transferor Company is situated at Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Haryana - 122015, India. The equity shares of the Transferor Company are listed on BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE). Transferor Company is engaged in the business of providing digital assurance and engineering (software testing) services across the world helping in predicting and preventing unanticipated failures, leveraging Al-driven, proprietary Continuous Testing & Test Automation solutions, which are platform and tool agnostic, thereby optimizing engagement for customer experience.
14
The objects for which the Transferor Company has been established are set out in its Memorandum of Association. The main objects of the Transferor Company as per its Memorandum of Association are as follows:
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(a) To carry on the business of Designing, Developing, Manufacturing Computer Software and to Market in India or Abroad and to provide Data Processing Services of all kinds including Computer Consultancy, Systems Analysis, Programming and Computer Maintenance in India or Abroad.
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(b) To carry on and to undertake and execute any contract involving Computerised Information Systems, Feasibility Studies, Turnkey Projects, know how, Research and Development, Training, Recruitment, Systems Development, Software and Hardware Development, Market, Research, Surveying and Survey Data Analysis, Reorganisation of Management, Financial Management, Operations Research and Real Time Applications, Time Sharing Business Applications, Industrial Engineering Applications, Process and Process Control.
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(c) To carry on the business of Developing, Providing Services, Training, Buying, Selling, Exchanging, Altering, Importing & Exporting, Letting on Hire, Distributing or Dealing in all kinds of and Description of Computer Communication Software and Hardware.
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(d) To carry on the business of Servicing, Buying, Selling, Exchanging, Altering, Importing and Exporting, Letting on Hire, Distributing, or Dealing in all kinds of and descriptions of Computer Communication Hardware and all other Types and Ranges of Computer Components, Consumables, Stationery Peripherals, Spare Parts, Stores and Accessories, Fittings and Appliances, Apparatus of all kinds and all Things Capable of being used therewith or in the Manufacturing and Maintenance for working there of Respectively.
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(e) To carry on and to Design, Develop, Manufacture Communication Software and Hardware for Domestic and Export Markets, and to provide Cable, Mobile, Satellite, Telecommunication Services by Binding for Government Telecommunication Contracts and also to provide Online Services, Internet and Internet Services across the Global for Customers in India or Abroad.
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(f) To carry on the business of designing, developing, manufacturing, marketing, exporting, importing, trading, specialization, distribution and research in all types of computer software in all areas including Management Information Systems, database Services, Industrial Applications, Bio Informatics, Health, Office Systems, Desktop Publishing, Communications, Including Telecommunication, CAD, CAM, Animation, operating Systems, Utilities, e-Care, e-Business, Enterprise Application Integration (EAI) and all other emerging technologies & developments.
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(g) To render consultancy services and training in the field Software, Information and Data Processing, Communications, Operations, Research and Technical services in the above field and to carry on Web, Internet base business by specializing in distribution applications through centrally hosted servers for the Verticals. And to carry on the business of specialization in Vertical markets like Health, biotech, GIS, etc.
Further, Clause 21 of the Memorandum of Association of Transferor Company, permits it “to amalgamate with any other company or companies having objects altogether or in part similar to those of this company.”
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The share capital structure of the Transferor Company as on the date of this notice is as follows:
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----- Start of picture text -----
Particulars INR
Authorised Share Capital
3,60,00,000 equity shares of INR 10/- each 36,00,00,000
Total 36,00,00,000
-
Issued, Subscribed and Paid up Share Capital
2,74,56,959 equity shares of INR 10/- each, fully paid-up 27,45,69,590
Total 27,45,69,590
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The details of Promoters & Promotor Group of the Transferor Company are as follows:
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----- Start of picture text -----
Sl.no. Name of Promoter Address
Flat D504 My Home Adhra, Plot No 3 SY No 83 1
Chakkilam Venkata
1. Raidurg Panmaktha V, Hyderabad Gachibowli K V
Subramanyam Ranga Reddy, Sangareddy - 500032
Flat D504 My Home Adhra, Plot No 3 SY No 83 1
2. Chakkilam Rajeswari Raidurg Panmaktha V, Hyderabad Gachibowli K V
Ranga Reddy, Sangareddy - 500032
Flat D504 My Home Adhra, Plot No 3 SY No 83 1
3. Chakkilam Srikanth Raidurg Panmaktha V, Hyderabad Gachibowli K V
Ranga Reddy, Sangareddy - 500032
Flat D504 My Home Adhra, Plot No 3 SY No 83 1
4. Pennam Sudhakar Raidurg Panmaktha V, Hyderabad Gachibowli K V
Ranga Reddy, Sangareddy - 500032
Flat D504 My Home Adhra, Plot No 3 SY No 83 1
5. Pennam Sapna Raidurg Panmaktha V, Hyderabad Gachibowli K V
Ranga Reddy, Sangareddy - 500032
Plot No. 13, Udyog Vihar, Phase-IV, Sector -18,
6. Coforge Limited
Palam Road, Gurugram – 122015, Haryana, India
280 Bishopsgate, London, United Kingdom, EC2M
7. Coforge U.K. Ltd.
4AG
31 Kaki Bukit Road 3 #05-08 Techlink Singapore
8. Coforge Pte Ltd.
417818
Coforge Technologies Mitchell & Partners, Suite 3 Level 2 66 clarence
9.
(Australia) Pty Ltd street, Sydney, NSW 2000
10. Coforge BV Regus WTC, Zuidplein 36, Amsterdam, 1077XV
AV Steuerberatungsgesellschaft Gmbh Seedamn
11. Coforge GmbH
4460489, Frankfurt
2800 One Atlantic Center 1201 west Peach Tree
12. Coforge Inc
Street Atlanta Georgia 30309
1858/17, Interlink Tower Bangna, 6 th
13. Coforge Limited,Thailand Floor,Debaratana Road, Bang Na Tai,Bangna,
Bangkok-10260
Coforge Airline
14. Lina-Ammon-Strabe 19 b,90471, Nuremberg
Technologies GmbH
206, 2nd Floor, Building #04, Dubai Outsource,
15. Coforge FZ LLC
City, Post Box No. 500822, Dubai, UAE
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16
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----- Start of picture text -----
16. Coforge S.A. Mendez Alvaro 9, 2nd floor Madrid 28045 ES
Coforge DPA Australia Pty Level 9. Suite 901 89 York Street, Sydney NSW
17.
Ltd. 2000, Australia
18. Coforge DPA NA Inc. USA 502 Carnegi Centre, Drive #301 Princeton
Coforge DPA Ireland Behan House, 10 Mount Street Lower Dublin 2,
19.
Limited Ireland
20. Coforge BPM Inc. 3281 W Park Creek Dr. Meridian ID 83642
Coforge SPÓŁKA Z
Odpowiedzialnoscia ZLOTA 59, 00-120 WAR
21. OGRANICZONA
SAW, Poland
ODPOWIEDZIALNOSCIA
SUITE 1603, 16TH FLOOR, WISMA LIM FOO
Coforge SDN. BHD.
22. YONG, 86,
Malaysia
JALAN RAJA CHULAN, 50200 KUALA LUMPUR
C/o Baker & Mckenzie Advokatbyra, AB, Box 180,
23. Coforge A.B. Sweden
10123, Stockholm Sweden
Bucharest, 2nd District, Gara Herastrau Street, no.
24. Coforge S.R.L., Romania
2, Building 1, 5th floor, office no. 39
25. Coforge SpA, Santigiago Miraflores 222, 28th floor, Santiago Chile
2727 Lyndon B. Johnson Freeway, Suite 800
26. Coforge BPS America Inc.
Dallas Texas 75234
Coforge BPS Philippines Ground Floor 3 NothGate Cyberzone Filinvest city
27.
Inc Alabang Muntinlupa NCR
Coforge BPS North
28. 176 Mine, Lake Court Ste 100 Raleigh, NC, 27615
Carolina LLC
Coforge Healthcare Digital 1209 Orange Street, Wilimgton, New Castle
29.
Automation LLC County, Dalware
30. Coforge, Japan GK Shinjuku- Ku Tokyo
Coforge Limited - C/o Tools and Solutions
31. Company One Person 05 3rd Floor, King Abdullah Financial District
(Saudi Arabia) KAFD, Area 3 Building 3, Riyadh
Av. Paseo de la Reforma 295 Piso 10 Oficina 1903
Coforge S.A de C.V,
32. Col.Cuauhtemoc, Alcaldia Cuauhtemoc ciudad de
Mexico
Mexico C.P. 06500
Prudential Centre 22nd Floor,Jl Casablanca Raya
PT. Coforge Indonesia
33. Kav. 88,Jakarta 12870
Services
300 Decker Dr #225, Irving, TX 75062, United
34. Xceltrait Inc.
States
Rear Ground Floor Hygeia Building, 66-68 College
35. Coforge DPA UK Ltd. Road, Harrow, Middlesex, United Kingdom, HA1
1BE
2 William Street, Windsor, Berkshire, England, SL4
36. Coforge SF Limited, UK
1BA
1400 Corporate Dr Suite 200, Irving, Texas 75038
37. Rythmos Inc.
USA
----- End of picture text -----
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==> picture [421 x 194] intentionally omitted <==
----- Start of picture text -----
Coforge Services Pty Ltd
UNIT 32 , 43A ST MARKS ROAD , RANDWICK
38. (ersthwile known as
NSW 2031
TMLabs Pty Ltd)
3rd Floor, Kapil Towers, Survey No. 115/1, IT Park
Rythmos India Private
39. Nanakramguda, Serilingampally Mandal,
Limited
Hyderabad, Hyderabad, Telangana, India, 500032
Coforge Technologies 8th, Floors of AU Infinium at D. No. 2-9/90/1/AU/8
40. Private Limited (erstwhile Gachibowli, R.R District, Hyderabad,
Coforge DPA Private Ltd.) Serilingampally, Telangana, India, 500032
Shanti One IT Park, Second Floor, S. No 206A/1,
Coforge Business Process FP No. 88/4, Nagar Road, next to Aga Khan
41.
Solutions Private Limited Palace, Pune, Maharashtra 411006, Pune, Pune,
Pune City, Maharashtra, India, 411001
Plot No.13,Udyog Vihar Phase-IV, Sector-18,
Coforge Solutions Private
42. Gurugram, Haryana, Palam Road, Gurgaon,
Limited
Palam Road, Haryana, India, 122015
----- End of picture text -----
- The Transferor Company has received a request dated December 26, 2024, under Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirement), 2015 (“Listing Regulations”) from Chakkilam Venkata Subramanyam, Chakkilam Rajeswari, Chakkilam Srikanth, Pennam Sudhakar and Pennam Sapna, the promoters of the Transferor Company, seeking reclassification from promoter category to public category. The board of the Transferor Company has approved the request of the promoters in their meeting held on December 27, 2024, and has initiated the process to seek approval of the Stock Exchanges.
The details of Directors of the Transferor Company as on date is mentioned herein below:
==> picture [422 x 208] intentionally omitted <==
----- Start of picture text -----
Sl.no. Name of Director DIN Address
Durgesh Kumar
1. 10485073 425, Waterford Lane, Inverness II, USA
Singh
Flat No. 3701/3702, Tower 1, Planet
Manish Kumar
2. 06415662 Godrej, Keshavrao Khadye Marg,
Sarraf
Mahalaxmi, Mumbai - 400011
Flat No. A-9003, 16 [th] Avenue, Gaur City-2,
Sector-16C, greater Noida West, Chipyana
3. Saurabh Goel 08589223
Khurd Urf Tigri, Gautam Budh Nagar, Uttar
Pradesh - 201009
613, First Floor, Embassy Pristine
4. Pankaj Khanna 09157176 Apartments, Ibblur, Belandur, Bengaluru,
Karnataka - 560103
5. Sudhir Singh 07080613 1500, Hayfield Drive, Yardley, P.A. 19067
Villa 565, Adarsh Palm Retreat Bellandur,
6. Mohua Sengupta 09092519 Bengalore - 560103
----- End of picture text -----
The copy of audited financial results as at 31[st] March 2025 and limited review financial results as at September 30, 2025 of the Transferor Company are annexed hereto and marked as Annexure 3 and Annexure 4 respectively.
Transferee Company: is a public company which was incorporated under the name of NIIT Investment Private Limited under the provisions of the Companies Act, 1956, on May 13, 1992, as a private company limited by shares. Subsequently, it was converted to public limited company vide fresh certificate of incorporation dated January 15, 2004. Then, the name of the Transferee Company was changed from NIIT Investment Limited to NIIT Technologies Limited pursuant to fresh certificate of incorporation dated May 14, 2004.
18
Lastly, the name of Transferee Company was changed from NIIT Technologies Limited to its present name i.e. Coforge Limited with effect from August 03, 2020. having CIN L72100HR1992PLC128382, PAN AAACN0332P and e-mail ID [email protected]. Presently, the registered office of the Transferee Company is situated at Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, Gurugram, Palam Road, Haryana - 122015, India. The Transferee Company is engaged in delivering services around the world directly and through its network of subsidiaries and overseas branches. The Transferee Company is rendering information technology/ information technology enabled services across geographies viz. America, Europe, Middle East and Africa, India and Asia Pacific and is engaged in application development & maintenance, managed services, cloud computing and business process outsourcing to organizations in a number of sectors viz. financial services, insurance, travel, transportation & logistics, manufacturing & distribution and government.
The objects for which the Transferee Company has been established are set out in its Memorandum of Association. The main objects of the Transferee Company as per its Memorandum of Association are as follows:
-
(a) To render Consultancy and related services in Financial, Marketing, Export, Imports Technical, Scientific Software, Hardware and related disciplines.
-
(b) To carry on the business of providing and supply of end-to-end Information Technology Solutions, including turnkey solutions, including systems integration of software, computers, peripherals, networking and communication components, cabling, power supply equipment, appropriate fixtures, metering and monitoring devices, conventional and broad-band wireless, wireline and optical communications equipment and to undertake all other related activities.
-
(c) To carry on the business of providing all kinds of information technology based and enabled services in India and abroad, electronic remote processing, e-services, including all types of internet based/web enabled services, transaction processing, fulfillment services, business support services including but not limited to providing financial and related services of all kinds and description including billing services, processing services, data base services, data entry business, marketing services, business information and management services, training and consultancy services to business, organizations, concerns, firms, corporations, local bodies, trusts, states, governments and other entities; to establish and operate service processing centers for providing services for back office and processing requirements, contacting and communicating to and on behalf of overseas customers by voice, data image, letters using dedicated international private lines; and to handle Business process management, remote help desk management, remote management; remote customer interaction, customer relationship management and customer servicing through call centers, email based activities and letter/facsimile based communication, knowledge storage and management, data management, warehousing, search, integration and analysis for financial and non-financial data.
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(d) To act as information technology consultants and to operate a high technology data processing center for providing information processing, analysis, development, accounting and business information and to customers in India and abroad; to carry on the business of gathering, collating, compiling, processing, analyzing, distributing, selling, publishing data and information and services and providing access to information regarding financial operations and management financial services, investment services, business and commercial operations, financial status, credit worthiness and rating consumer responses and management of business of all kinds and descriptions.
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(e) To carry on the business of e-learning services including but not limited to content development and support, animation, learning support, learning management systems support and knowledge services; to carry on the business of data digitization by digitizing physical and manual records such as text images, videos and audio to carry on the business in India and abroad, geographic information systems by digitization and processing of spatial data to carry on the business of medical transcription over different channels for servicing the health sector.
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(f) To carry on the business as internet service provider and undertake any and all kinds of internet/web based activities and transactions; to design, develop, sell, provide, maintain, market, buy, import, export, sell and license computer software, hardware, computer systems an programs products, services and to give out computer machine time and to carry on the business of collecting, collating, storing, devising other systems including software programs and systems.
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(g) To setup, develop, manage and operate Special Economic Zones, Software Technology Parks or other Export Promotion Parks for IT/ ITes entities for itself and others, and to undertake allied activities in connection thereof including leasing/letting out the same.
Further, Clause 19 of the Ancillary Objects in the Memorandum of Association of the Transferee Company, permits it “to amalgamate or to enter into partnership or into any arrangements for sharing profits, union of interest, co-operation, joint venture or reciprocal concessions with any person or persons, company or companies, (carrying on or engaged in or about to carry on or engage in or) being authorised to carry on or engage in any business or transactions which the Company is authorised to carry on”.
The share capital structure of the Transferee Company as on the date of this notice is as follows:
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Particulars INR
Authorised Share Capital
38,50,00,000 equity shares of INR 2/- each 77,00,00,000
Total 77,00,00,000
-
Issued, Subscribed and Paid up Share Capital
33,47,94,549 shares of INR 2/- each, fully paid-up 66,95,89,098
Total 66,95,89,098
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The Transferee Company is solely board-governed, professionally managed entity, there are no Promoters of the Transferee Company.
The details of Directors of the Transferee Company as on date is mentioned herein below:
| Sl.no. Name of Director DIN Address |
Sl.no. Name of Director DIN Address |
Sl.no. Name of Director DIN Address |
Sl.no. Name of Director DIN Address |
|---|---|---|---|
| 1. Sudhir Singh 07080613 1500, Hayfield Drive, Yardley, P.A. 19067 |
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| 2. Mary Beth Boucher 09595668 41 East Liberty Street, Chester, CT 06412 |
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| 3. John Robert Speight 09160041 18 High Hurst Close Newick East Sussex BN8 4NJ, United Kingdom |
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| 4. | Anil Kumar Chanana |
00466197 | Towe J, Penthouse 1, Central Park 1, Sector 42, Gurugram, Haryana–122009 |
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| 5. | Om Prakash Bhatt |
00548091 | Apartment 3, Seagull building, Carmicheal Road, Mumbai-400026 |
|---|---|---|---|
| 6. | Durgesh Kumar Singh |
10485073 | 425, Waterford Lane, Inverness, IL, USA |
The copy of audited financial results for the year ended 31[st] March 2025 and limited review financial results as on September 30, 2025 of the Transferee Company are annexed hereto and marked as Annexure 5 and Annexure 6 respectively.
- SALIENT FEATURES OF THE SCHEME
The salient features of the Scheme are, inter alia , as stated below:
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(a) The Scheme is presented inter alia under Sections 230 to 232 and other applicable provisions of the Act, SEBI Master Circular SEBI/HO/CFD/POD-2/P/CIR/2023/93 dated June 20, 2023 (“SEBI Master Circular”) read with Section 2(1B) and other applicable provisions of the IT Act and other applicable law, if any. The Scheme provides for the amalgamation of the Transferor Company with the Transferee Company and dissolution of the Transferor Company without winding up and also provides for various other matters consequent and incidental thereto or otherwise integrally connected thereto.
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(b) The appointed date for the amalgamation is April 1, 2025. Pursuant to the sanction of the Scheme by the Tribunal and upon the fulfilment of conditions for the Scheme, the Scheme shall become effective from the last of the dates on which the conditions specified in Clause 28 of the Scheme are satisfied or complied with or the requirement of which has been waived (i.e. “ Effective Date ”).
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(c) With effect from the Appointed Date and upon the Scheme becoming effective, the Transferor Company along with all its assets, liabilities, contracts, employees, records etc. being its integral part shall stand transferred to the Transferee Company as a going concern subject to the provisions of the Scheme.
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(d) From the Appointed Date and upto the Effective Date ( as defined in the Scheme ), the Transferor Company and Transferee Company shall carry on its business and activities with reasonable diligence and business prudence.
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(e) The shareholders of the Transferor Company will be allotted shares of the Transferee Company and will therefore become shareholders of a larger free public float of the combined listed company with multiple growth avenues. Upon effectiveness of the Scheme, the Transferee Company will continue to be professionally managed and shall only have public shareholders.
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(f) The entire paid-up share capital of the Transferor Company including the shares held by the Transferee Company in the Transferor Company shall stand cancelled in its entirety without any further act or deed upon the Scheme becoming effective.
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(g) Allotment of equity shares of the Transferee Company to the shareholders of the Transferor Company (other than the Transferee Company) in accordance with the share exchange ratio, as set out in Valuation Report. No shares shall be issued and allotted by the Transferee Company in respect of the shares held by the Company itself in the Transferor Company.
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(h) Transfer of the authorized share capital of the Transferor Company to the Transferee Company and consequential increase in the authorized share capital of the Transferee Company as provided in the Scheme.
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(i) The Transferor Company shall stand dissolved without being wound up.
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(j) The effectiveness of the Scheme is contingent upon certain conditions as mentioned in the Scheme, which inter alia include:
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(i) Obtaining no objection letter(s), approvals, consents from lenders, customers, vendors, the Stock Exchanges in relation to the Scheme under Regulation 37 of Listing Regulations and SEBI Master Circular;
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(ii) The Transferor Company, complying with other provisions of the SEBI Master Circular, including seeking approval of the shareholders of the Transferor Company through E-Voting, as applicable. The Scheme shall be acted upon only if the votes cast by the public shareholders in favour of the proposal are more than the number of votes cast against the proposal by the public shareholders, of the Transferor Company, as required under the SEBI Master Circular;
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(iii) Approval of the Scheme by the requisite majority in number and value of such classes of persons including the respective shareholders and / or creditors of the Transferee Company and / or Transferor Company, as may be required or directed by the Tribunal;
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(iv) Obtaining the sanction of the Tribunal under Sections 230 to 232 and other applicable provisions of the Act;
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(v) The certified copy of the order of the Tribunal under Sections 230 to 232 and other applicable provisions of the Act sanctioning the Scheme being filed with the Registrar of Companies by the Transferor Company and the Transferee Company.
Note : The above are the salient features of the Scheme. The Equity Shareholders of the Transferee Company are requested to read the entire text of the Scheme annexed hereto to get fully acquainted with the provisions thereof.
6. BOARD APPROVALS
- (a) The Board of Directors of the Transferor Company at its Meeting held on December 27, 2024, approved the Scheme as given below:
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Voted in favour/ against/ did not
Name of Director
participate or vote
Durgesh Kumar Singh Absent (Granted leave of absence)
Manish Kumar Sarraf Favour
Saurabh Goel Favour
Pankaj Khanna Favour
Sudhir Singh Absent (Granted leave of absence)
Mohua Sengupta Favour
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- (b) The Board of Directors of the Transferee Company at its Meeting held on December 27, 2024, approved the Scheme as given below:
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Voted in favour/ against/ did not
Name of Director
participate or vote
Sudhir Singh Favour
Mary Beth Boucher Favour
Gautam Samanta Favour
Anil Kumar Chanana Favour
Om Prakash Bhatt Favour
Durgesh Kumar Singh Absent (Granted leave of absence)
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7. MATERIAL INTEREST OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (“KMP”) AND THEIR RELATIVES:
None of the Directors, KMPs, if any (as defined under the Act and rules framed thereunder), as applicable, of the Transferor Company and their respective relatives (as defined under the Act and rules framed thereunder), has any interest in the Scheme except to the extent of their shareholding in the Transferor Company, if any. Save as aforesaid, none of the said Directors or the KMPs, as applicable, or their respective relatives has any material interest in the Scheme.
None of the Directors, KMPs (as defined under the Act and rules framed thereunder) of the Transferee Company and their respective relatives (as defined under the Act and rules framed thereunder) have any interest in the Scheme except to the extent of their shareholding in the Transferee Company, if any. Save as aforesaid, none of the said Directors or the KMPs or their respective relatives have any material interest in the Scheme.
8. EFFECT OF SCHEME ON STAKEHOLDERS
The effect of Scheme on various stakeholders is summarized below:
- (a) Equity shareholders (promoter and non promoter shareholders)
The effect of the Scheme on the shareholders (promoters and non-promoter shareholders) of Transferor Company and Transferee Company has been set out in the report adopted by the respective Board of Directors of said companies pursuant to the provisions of Section 232(2)(c) of the Act. The said reports are attached as Annexure 7A and 7B, respectively.
(b) Key Managerial Personnel (‘KMPs’) and Board of Directors
Transferor Company:
-
(i) Upon effectiveness of the Scheme, the Transferor Company shall stand dissolved without winding up and accordingly, its KMPs, if any, shall cease to be the KMPs of the Transferor Company.
-
(ii) Upon effectiveness of the Scheme, the Transferor Company shall stand dissolved without winding up and accordingly, its Board of Directors shall cease to exist.
Transferee Company:
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(i) The effectiveness of the Scheme will have no impact on the KMPs of the Transferee Company. The KMPs of the Transferee Company shall continue to be the KMPs, even after the effectiveness of the Scheme.
-
(ii) The effectiveness of the Scheme will have no impact on the Board of Directors of the Transferee Company. The Board of the Company shall continue to be the Board of the Transferee Company, even after the effectiveness of the Scheme.
(c) Employees
Transferor Company:
All employees of the Transferor Company shall be deemed to have become the employees and staff of the Transferee Company with effect from the Effective Date. All such employees shall be deemed to have become employees of the Transferee Company, without any break in their service and on the basis of continuity of service, and the terms and conditions of their employment with the Transferee Company, shall not be less favourable than those applicable to them with reference to their employment in the Transferor Companies as on the Effective Date.
Transferee Company:
Under the Scheme, no rights of the employees (who are on payroll) of the Transferee Company are being affected. The services of the employees of the Transferee Company shall continue on the same terms and conditions applicable prior to the proposed Scheme.
(d) Creditors, Debenture holders and Debenture Trustees
Transferor Company:
On the Scheme becoming effective, the creditors of the Transferor Company will become creditors of the Transferee Company and there will be no reduction in the claims of the creditors of the Transferor Company on account of the Scheme and will be paid in the ordinary course of business as and when their dues are payable. There is no likelihood that the creditors would be prejudiced in any manner as a result of the Scheme being sanctioned.
Transferee Company:
The proposed Scheme does not involve any compromise or arrangement with the creditors. Creditors of the Transferee Company will continue to be creditors on the same terms and conditions, as before. The rights of the creditors of the Transferee Company shall not be adversely affected by the Scheme.
Neither the Transferor Company nor the Transferee Company has issued any debentures and hence, there are no debenture holders or debenture trustees.
9. DEBT RESTRUCTURING
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The Scheme does not contain or provide for debt restructuring. The Scheme does not in any manner adversely or prejudicially affect the rights of any creditors of the Transferor Company and the Transferee Company or contemplate any compromise or arrangement with the creditors of the Transferor Company and the Transferee Company.
10. SUMMARY OF VALUATION REPORT AND FAIRNESS OPINION REPORT
For the purposes of the Scheme, a joint valuation report in relation to the Swap Ratio (“ Valuation Report ”) was issued by KPMG Valuation Services LLP (IBBI Registration No. IBBI/RV-E/06/2020/115) and PwC Business Consulting Services LLP (IBBI Registration No. IBBI/RV – E/02/2022/158) Registered Valuers for the Transferor Company and Transferee Company , respectively. The Valuation Report along with the clarification report to the Valuation Report has been enclosed as Annexure 8 . Further, the rationale and methodology for arriving at the Swap Ratio are provided in the Valuation Report.
The Valuation Report recommends the following Swap Ratio as being fair and reasonable:
“1 (One) equity share of the Transferee Company of INR 2/- (Rupees Two) each, fully paidup for every 1 (One) equity shares of the Transferor Company of INR 10/- (Rupees Ten) each, fully paid-up”
In compliance with Para 9 (b) of Part I of SEBI Master Circular No. SEBI/HO/CFD/POD2/P/CIR/2023/93 dated June 20, 2023, a Joint Fairness Opinion Report dated 27[th] December, 2024 issued by Axis Capital Limited and JM Financial Limited, (independent SEBI registered Category - I Merchant Bankers) along with the clarification note on the Joint Fairness Opinion Report are enclosed as Annexure 9 . The Fairness Opinion Report states that the Merchant Banker has reviewed the Valuation Report with respect to its Swap Ratio aspects and considers it to be fair and reasonable.
11. NO INVESTIGATION PROCEEDINGS
There are no proceedings pending under Sections 210 to 227 of the Act against the Transferor Company and the Transferee Company.
12. AMOUNTS DUE TO CREDITORS
The amount due to Secured Creditors of the Transferor Company and the Transferee Company, as on 18[th ] July, 2025 is as follows:
| Sl. no. | Name of the company | Amount in INR |
|---|---|---|
| 1. | Transferor Company | Nil |
| 2. | Transferee Company | 3,82,07,27,618.60 |
The amount due to Unsecured Creditors of the Transferor Company and the Transferee Company, as on 18[th ] July, 2025 is as follows:
| Sl. no. | Name of the company | Amount in INR |
|---|---|---|
| 1. | Transferor Company | 1,63,00,763.84 |
| 2. | Transferee Company | 2,65,96,68,287.00 |
The Scheme embodies the amalgamation between the Transferor Company and Transferee Company, and their respective shareholders and creditors. No change in value or terms or any compromise or arrangement is proposed under the Scheme with any of the creditors of the Transferor Company and the Transferee Company.
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13. PENDING INVESTIGATIONS OR PROCEEDINGS, IF ANY
Details of all on-going adjudication and recovery proceedings, prosecution initiated and other enforcement action against the Transferor Company, the Transferee Company, their respective promoters, directors and KMPs (as applicable) are annexed as Annexure 10A and 10B , respectively. The Transferor Company and Transferee Company will also submit the aforesaid details of proceedings with the Tribunal at the time of filing second motion petition.
The above-mentioned proceedings and actions against the Transferor Company, the Transferee Company, their respective promoters, directors and KMPs (as applicable) are in the usual course of business / operations of the Transferor Company and the Transferee Company and the same do not have any adverse impact on the Scheme, the Transferor Company, the Transferee Company or their respective shareholders.
14. NO-OBJECTION OF THE STOCK EXCHANGES
Transferor Company and Transferee Company had filed the Scheme with NSE and BSE in terms of Regulation 37 of the Listing Regulations and the SEBI Master Circular for their approval. Further, Transferor Company and Transferee Company did not receive any complaint relating to the Scheme and accordingly in terms of the SEBI Master Circular, the Complaints Report were filed by Transferor Company and Transferee Company with BSE and NSE, copies of which are enclosed as Annexure 11 .
NSE and BSE by their respective Observation Letters dated July 17, 2025, and July 18, 2025, respectively have given their no-objection to the Scheme. Copies of the NSE Observation Letter and BSE Observation Letter are enclosed as Annexure 12A and Annexure 12B respectively.
The further documents and information, as advised by the Stock Exchanges, are also provided as under:
- (a) Need for the merger, Rationale of the scheme, Synergies of business of the entities involved in the scheme, Impact of the scheme on the shareholders and cost benefit analysis of the scheme:
The rationale of the scheme, synergies of business of the entities involved in the scheme and cost benefit analysis of the scheme has been set out in Para 3 above and the details in relation to the effect of the Scheme on the shareholders are set out in Para 8 above.
- (b) Details of Registered Valuer issuing Valuation Report and Merchant Banker issuing Fairness opinion, Summary of methods considered for arriving at the Share-Swap Ratio, Rationale for using above method and the basis for arriving at the share swap ratio :
The summary of the Share Valuation Report obtained by Transferor Company and Transferee Company along with the Fairness Opinion report, including the basis for arriving at the Swap Ratio, is set out in Para 10 above.
- (c) Pre and Post Scheme shareholding of Transferor Company and Transferee Company as on the date of notice of shareholders Meeting along with rationale for changes, if any, occurred between filing of draft Scheme to Notice to shareholders:
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The pre-Scheme and post-Scheme shareholding patterns of Transferor Company and Transferee Company (based on shareholding data as on October 24, 2025) are attached at Annexure 13A and 13B, respectively.
Further, there has been a change in the shareholding of Transferor Company and Transferee Company between the date of filing of the Scheme with the Stock Exchange(s) and the date of this Notice due to the allotment of shares by the Transferor Company and Transferee Company pursuant to exercise of employee stock options under the Employee Stock Options Plan of the Company.
(d) Capital built-up of Transferor Company and Transferee Company since incorporation and last 3 years:
The details of Capital built-up Transferor Company and Transferee Company as on October 30, 2025 and October 31, 2025 are annexed as Annexure 14A and 14B, respectively.
(e) Details of Revenue, PAT and EBITDA of Transferor Company and Transferee Company for last 3 years:
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Cigniti Technologies Limited (INR in Million, unless stated otherwise)
Particulars FY 2024-25 FY 2023-24 FY 2022-23
Revenue from operations 10,069 7,887 6,966
Profit after tax 1,223 948 1,017
EBDITA 1,964 1,247 1,453
YOY growth rate of revenue (%) 27.66% 13.22% 52.93%
YoY growth of PAT (%) 28.98% -6.82% 159.08%
EPS (Rs.) 44.45 34.74 37.06
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Coforge Limited (INR in Million, unless stated otherwise)
Particulars FY 2024-25 FY 2023-24 FY 2022-23
Revenue from operations 55,570 48,489 42,305
Profit after tax 5,275 9,918 7,325
EBDITA 8,666 12,694 9,900
YOY growth rate of revenue (%) 14.60% 14.62% 27.69%
YoY growth of PAT (%) -46.81% 35.40% 13.65%
EPS (Rs.) 79.90 161.49 120.12
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(f) Value of Assets and liabilities of Transferor Company that are being transferred to Transferee Company and post-merger balance sheet of Transferee Company
Details of the assets and liabilities of Transferor Company that are proposed to be transferred to Transferee Company as on April 01, 2025 are as follows:
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Particulars Amount (INR in Million)
ASSETS
Non-Current Assets
Property, Plant and Equipment 195
Capital Work- in- Progress -
Other Intangible assets -
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Right-to-use assets 220
Financial Assets
(i) Investments 1,012
-
(ii) Trade Receivables
(iii) Other financial Assets 99
Other Non-Current Assets -
Deferred tax Assets (net) 98
Total Non-Current Assets (A) 1,624
Current Assets
Inventories -
Financial Assets
(i) Investments 1,457
(ii) Trade Receivables 2,076
(iii) Cash and cash equivalents 617
(iv) Other Bank Balances 552
(v) Other Financial Assets 1,411
Current tax Assets (Net) 86
Other Current Assets 282
Total Current Assets (B) 6,481
Total Assets (A+B) 8,105
EQUITY AND LIABILITIES
EQUITY
Equity Share Capital 274
Other Equity 6,244
Total Equity (C) 6,518
Non-current Liabilities
Financial Liabilities
-
(i) Borrowings
(ii) Lease Liabilities 112
(iii) Other Financial Liabilities -
Provisions 134
Deferred Tax Liabilities (Net) -
Total Non - Current Liabilities (D) 246
Current Liabilities
Financial Liabilities
-
(i) Borrowings
(ii) Lease Liabilities 133
(iii) Trade Payables
- Micro and Small Enterprises 9
- Others 437
(iv) Other Financial Liabilities 205
Other current liabilities 165
Provisions 151
Current tax Liabilities (net) 241
Total Current Liabilities (E) 1,341
TOTAL EQUITY AND LIABILITIES(C+D+E) 8,105
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Post merger Balance Sheet of Transferee Company (Standalone) (based on April 01, 2025) is as follows:
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----- Start of picture text -----
Particulars Amount (INR in Million)
ASSETS
Non-Current Assets
Property, Plant and Equipment 4,202
Right-of-use Assets 1,440
Capital Work- in- Progress 23
Goodwill 24,026
Other Intangible assets 7,582
Financial Assets
(i) Investments 22,664
(ii) Trade Receivables 772
(iii) Other financial Assets 501
Income tax assets (net of provisions) 245
Deferred tax assets (net) 5,052
Other Non-Current Assets 2,542
Total Non-Current Assets (A) 69,049
Current Assets
Inventories -
Contract Assets 1,541
Financial Assets
(i) Investments 1,457
(ii) Trade Receivables 12,624
(iii) Cash and cash equivalents 1,969
(iv) Other Bank Balances 580
(v) Other Financial Assets 1,765
Other Current Assets 2,545
Total Current Assets (B) 22,481
Total Assets (A+B) 91,530
EQUITY AND LIABILITIES
EQUITY
Equity Share Capital 724
Other Equity 73,227
Total Equity (C) 73,951
Non-current Liabilities
Financial Liabilities
(i) Borrowings 64
(ii) Lease Liabilities 1,023
(iii) Trade Payable 716
(iv) Other Financial Liabilities 837
Employee benefit obligations 1,293
Other Non-Current liabilities 104
Deferred Tax Liabilities (Net) -
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Total Non - Current Liabilities (D) 4,037
Current Liabilities
Financial Liabilities
(i) Borrowings 4,405
(ii) Lease Liabilities 488
(iii) Trade Payables
- Micro and Small Enterprises 810
- Others
3,541
(iv) Other Financial Liabilities
2,505
Employee benefit obligations 300
Other current liabilities 1,252
Current tax liabilities (net) 241
Total Current Liabilities (E) 13,542
TOTAL EQUITY AND LIABILITIES(C+D+E) 91,530
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Notes: Pending effectiveness of the Scheme, the above post-merger Balance Sheet is subject to verification and confirmation by statutory auditor of the Transferee Company.
(g) Details of potential benefits and risks associated with the amalgamation
The Transferor Company is a subsidiary company of the Transferee Company and both the companies are engaged in IT services. Hence, we do not see any risk or integration challenges arising out of merger. Further, as both companies are presently serving the same markets, therefore, there will not be any change in the market condition due to merger. It may further be clarified that both companies are profitable and have strong Balance Sheets, Hence, this amalgamation will not lead to any financial uncertainties for Transferee Company.
- (h) Financial implication of the amalgamation on promoters, public shareholders and the companies involved in the scheme along with future growth prospects of transferee company pursuant to merger.
The merger of Transferor Company with and into Transferee Company will not have any financial implications on account of the following:
-
(i) In consideration of the amalgamation of the Transferor Company with and into the Transferee Company, the Transferee Company shall, issue and allot, on a proportionate basis to each shareholder of the Transferor Company, whose name is recorded in the register of members as member of the Transferor Company as on the Record Date (as defined in the Scheme). Further, no equity shares shall be issued by the Transferee Company in respect of the shares, if any, held by the Transferee Company in the Transferor Company, and all such shares shall stand cancelled upon the Scheme becoming effective.
-
(ii) The rights and interest of the shareholders of the Transferee Company will not be prejudicially affected by the Scheme.
-
(iii) Upon the Scheme becoming effective, the Transferor Company shall be dissolved without being wound up and the shareholders of the Transferor Company shall become shareholders of the Transferee Company.
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- (iv) Upon the effectiveness of the Scheme and subject to receipt of regulatory approvals, the equity shares of the Transferee Company issued as consideration pursuant to the Scheme, shall be listed on BSE and NSE.
15. AUDITORS CERTIFICATE OF CONFORMITY OF ACCOUNTING TREATMENT IN THE SCHEME WITH ACCOUNTING STANDARDS
The Auditor of the Transferee Company, respectively, have confirmed that the accounting treatment specified in the said Scheme is in conformity with the accounting standards prescribed under Section 133 of the Act. The said certificate from the Auditor of the Transferee Company is annexed herewith as Annexure 15.
16. FILING OF SCHEME WITH REGISTRAR OF COMPANIES
The companies undertake to intimate jurisdictional Registrar of Companies by filing e-forms.
17. ADDITIONAL DISCLOSURES
The additional documents submitted with NSE, as per Annexure – M of the NSE Checklist and in line with the advice received from BSE via email dated July 18, 2025, pursuant to Point 10 of the observation letter, along with the application filed under Regulation 37 of the Listing Regulations for obtaining the Observation Letter, are enclosed herewith as Annexure 16.
18. INSPECTION OF DOCUMENTS
In addition to the documents annexed hereto, the electronic copy of following documents will be available for inspection by sending an email to the Transferee Company at [email protected].
-
(a) Certified copy of the Tribunal Order;
-
(b) Audited financial statements for the year ended 31st March 2025 and limited review financial results as on September 30, 2025 of the Transferor Company;
-
(c) Audited financial statements for the year ended 31st March 2025 and limited review financial results as on September 30, 2025 of the Transferee Company;
-
(d) Memorandum and Articles of Association of the Transferor Company and the Transferee Company;
-
(e) Copy of the Scheme; and
-
(f) Certificate of the Statutory Auditor of the Transferor Company and the Transferee Company confirming that the accounting treatment prescribed under the Scheme is in compliance with Section 133 of the Act and applicable accounting standards.
Based on the above and considering the rationale of the Scheme, the Board of Directors of the Transferee Company recommend the Scheme for approval of the Equity Shareholders.
The Directors and KMPs, as applicable, of the Transferor Company and of the Transferee Company, and their relatives do not have any concern or interest, financially or otherwise, in the Scheme except as shareholders in general, if any.
Place: Greater Noida Date: November 01, 2025
Sd/- Barkha Sharma Company Secretary & Compliance Officer Membership No. A24060
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Annexure - 9
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STRICTLY CONFIDENTIAL
December 27, 2024
The Board of Directors,
Coforge Limited,
8, Balaji Estate, Third Floor, Guru Ravi Das Marg, Kalkaji, New Delhi 110019
Ladies / Gentlemen:
We refer to the engagement letter dated December 20, 2024 Engagement Letter Coforge Limited Coforge ) has engaged JM JM Financial to provide a fairness opinion to Coforge on the Share Exchange Ratio (defined below).
We understand that Coforge proposes to enter into scheme of amalgamation with Cigniti Technologies Limited pursuant to provisions of Sections 230 to Section 232 of the Companies Act, 2013 read with other applicable provisions and rules thereunder, for the proposed amalgamation of Cigniti with and into Coforge, and the consequent dissolution of Cigniti without being wound up, and the issuance of new equity shares of Coforge to the equity shareholders of Cigniti (except Coforge, whose shares shall stand cancelled upon the scheme becoming effective) in accordance with the Share Exchange Ratio Scheme .
We understand that Coforge has appointed PwC Business Consulting Services LLP, Registered Valuer bearing registration number IBBI/RV-E/02/2022/158 Valuer 1 as an independent valuer for the purposes of recommending the share exchange ratio for the Scheme. Further, we understand that Cigniti has appointed KPMG Valuation Services LLP, Registered Valuer bearing registration number IBBI/RV-E/06/2020/115 Valuer 2 for the purposes of recommending the share exchange ratio for the Scheme. The share exchange ratio has been recommended under a report dated December 27, 2024 Share Exchange Ratio Report Valuers
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Background of the Companies:
Coforge Limited:
Coforge Limited (CIN: L72100DL1992PLC048753) was incorporated under Companies Act 1956. The equity shares of Coforge are listed on BSE Limited and on National Stock Exchange of India Limited.
Coforge is engaged in delivering services around the world directly and through its network of subsidiaries and overseas branches. Coforge is rendering information technology/ information technology enabled services across geographies viz. America, Europe, Middle East and Africa, India and Asia Pacific and is engaged in application development & maintenance, managed services, cloud computing and business process outsourcing to organizations in a number of sectors viz. financial services, insurance, travel, transportation & logistics, manufacturing & distribution and government.
Cigniti Technologies Limited:
Cigniti Technologies Limited (CIN: L72200TG1998PLC030081) was incorporated under Companies Act, 1956. The equity shares of Cigniti are listed on BSE Limited and on National Stock Exchange of India Limited.
Cigniti is engaged in the business of providing digital assurance and engineering (software testing) services across the world helping in predicting and preventing unanticipated failures, leveraging AI-driven, proprietary Continuous Testing & Test Automation solutions, which are platform and tool agnostic, thereby optimizing engagement for customer experience.
Brief Background of the Scheme
Under the Scheme, inter alia, Cigniti shall be amalgamated with and into Coforge, pursuant to which the shareholders of Cigniti (except Coforge, whose shares shall stand cancelled upon the Scheme becoming effective) shall receive equity shares of Coforge based on the following ratio Share Exchange Ratio
Share Exchange Ratio
1 (One) equity share of Coforge of INR 10/- each fully paid up for every 5 (Five) equity shares of Cigniti of INR 10/- each fully paid up. Share Exchange Ratio
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Coforge, in terms of the Engagement Letter, has requested us to examine the Share Exchange Ratio Report issued by the Valuers and other related information provided by Coforge and Fairness Opinion , from a financial point of view, for the equity shareholders of Coforge.
Source of Information and Analysis
For the said examination and for arriving at the opinion, we have amongst others:
-
reviewed the Share Exchange Ratio Report issued by the Valuers;
-
reviewed draft of the proposed Scheme;
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reviewed audited consolidated financials for Coforge and Cigniti for the last three financial years ending March 31, 2024;
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reviewed audited special purpose carve out interim condensed consolidated financials of Coforge for the six months period ending September 30, 2024;
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reviewed audited interim condensed consolidated financial statements of Cigniti for the six months period ending September 30, 2024;
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reviewed audited special purpose interim condensed consolidated financial statements of Coforge Business Process Solutions Private Limited (formerly known as SLK Global Solutions Private Limited) for the six months period ending September 30, 2024;
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reviewed audited special purpose interim condensed financial statements of Coforge Healthcare Digital Automation LLC for the six months period ending September 30, 2024;
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reviewed annual financial projections of Coforge on consolidated basis (excluding Cigniti) for the five years ending March 31, 2030, as provided by the Management of Coforge;
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reviewed annual financial projections of Cigniti on consolidated basis for the five years ending March 31, 2030, as provided by the Management of Cigniti;
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reviewed and compared certain financial and trading histories for the shares of Coforge and Cigniti vis-à-vis such comparable companies as deemed relevant;
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reviewed certain financial and operating information with respect to the business and prospects of Coforge and Cigniti, furnished to or discussed with us by the management including historical financials and certain forecasts prepared and/or confirmed by the management;
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obtained and reviewed certain business and financial information relating to Coforge and Cigniti from public sources and proprietary databases;
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obtained explanations, information, representations, documents which we believe are reasonably necessary and relevant for our exercise from the management of Coforge and Cigniti;
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conducted such other studies and analysis as deemed appropriate
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Scope Limitations
While Coforge and Cigniti are responsible to ensure the accuracy and completeness of any and all the information given to us, we have independently conducted due diligence of such information, to a practical and reasonable extent . Further, we have also assumed and relied upon the accuracy and completeness of all the information that is publicly available and/or provided or otherwise made available to us for the purpose of the issuance of this Fairness Opinion. Subject to the assumptions and scope limitations set out in this Fairness Opinion, we have undertaken an independent analysis and exercised professional judgment in selecting the appropriate valuation approach/methodology for this Fairness Opinion.
This Fairness Opinion is provided as on the date of the Share Exchange Ratio Report and, therefore, this Fairness Opinion does not consider events occurring after that date. We have not assumed any obligation to conduct, nor have we conducted any physical inspection or title verification of the properties or facilities of Coforge or Cigniti and do not express any opinion with respect thereto. We have not made any appraisal of the assets or liabilities of Coforge or Cigniti, nor have we been furnished with any such appraisals. We have not reviewed any internal management information statements for the purposes of this Fairness Opinion. We are not experts in the evaluation of litigation or other actual or threatened claims, and accordingly, we have not evaluated any litigation or other actual or threatened claims. We are not actuaries and our services did not include actuarial determination. In addition, we have assumed that the proposed Scheme will be approved by regulatory authorities and that the proposed Scheme will be consummated substantially in accordance with the terms set forth in the proposed Scheme. We have assumed that there are no other contingent liabilities other than disclosed under the financial statements and undertaking provided by Coforge or Cigniti or circumstances that could materially affect the business or financial prospects of Coforge or Cigniti.
We understand that the management of Coforge, during our discussions with them, would have drawn our attention to all such information and matters which may have an impact on our analysis and opinion. We have assumed that in the course of obtaining necessary regulatory or other consents, no restrictions will be imposed or there will be no delays that will have a material adverse effect on the proposed Scheme . Our opinion is necessarily based on financial, economic, market and other conditions as they currently exist and, on the information, made available to us as of the date hereof. In arriving at our opinion, we were not authorized to solicit, and did not solicit, interest from any party with respect to the acquisition, business combination or other extraordinary transaction involving Coforge or Cigniti or any of its assets, nor did we negotiate with any other party in this regard.
In the ordinary course of business, the JM Financial group is engaged in securities trading, securities brokerage and investment activities, as well as, providing investment banking and
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investment advisory services. In the ordinary course of its trading, brokerage and financing activities, any member of the JM Financial group may at any time hold long or short positions, and may trade or otherwise effect transactions, for its own account or the accounts of customers, in debt or equity securities or senior loans of any company that may be involved in the proposed Scheme.
We express no opinion whatsoever and make no recommendation at all as to Coforge Cigniti s underlying decision to effect the Scheme. We also do not provide any recommendation to the holders of equity shares or secured or unsecured creditors of Coforge or Cigniti with respect to the proposed Scheme. We also express no opinion, and accordingly, accept no responsibility for or as to the price at which the equity shares of Coforge or Cigniti will trade following the announcement/approval/effectiveness of the proposed Scheme or as to the financial performance of the companies following the consummation of the proposed Scheme. We express no opinion whatsoever and make no recommendations at all (and accordingly take no responsibility) as to whether shareholders/ investors should buy, sell or hold any stake in Coforge or any of its related parties (holding company/ subsidiary/ associates etc.) or Cigniti.
Conclusion
Based on our examination of the Share Exchange Ratio Report, such other information / undertakings / representations provided to us and our independent analysis and evaluation of such information and subject to the scope limitations and assumptions as mentioned hereinabove and to the best of our knowledge and belief, we are of the opinion that the Share Exchange Ratio as recommended in the Share Exchange Ratio Report is fair, from a financial point of view, for the equity shareholders of Coforge.
Distribution of the Fairness Opinion
The Fairness Opinion is addressed only to the Board of Directors of Coforge. The Fairness Opinion, save and except pursuant to the SEBI Circulars or any other applicable laws and shareholders of Coforge, shall not otherwise be disclosed or referred to publicly or to any other
However, Coforge may provide a copy of the Fairness Opinion if requested/ called upon by any regulatory authorities of India subject to Coforge promptly intimating JM Financial in writing about receipt of such request from the regulatory authority. The Fairness Opinion should be read in totality and not in parts. Further, this Fairness Opinion should not be used or quoted for any purpose other than the purpose mentioned hereinabove. If this Fairness Opinion is used by any person other than to whom it is addressed or for any purpose other than the
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purpose stated hereinabove, then, neither JM Financial nor its management, directors, officers, employees, representatives, successors, permitted assigns and controlling persons of JM Financial will be liable for any consequences thereof and shall not take any responsibility or accept any liability (including pecuniary or financial) for the same as the same would have - - basis. Neither this Fairness Opinion nor its contents may be referred to or quoted to/ by any third party, in any registration statement, prospectus, offering memorandum, annual report, loan agreement or any other agreement or documents given to third parties.
Yours truly,
For JM Financial Limited
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Authorized Signatory
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----- Start of picture text -----
PRE MERGER SHAREHOLDING PATTERN AS ON OCTOBER 24, 2025 (WITHOUT PAN)
1 Name of the Listed Entity : CIGNITI TECHNOLOGIES LIMITED
2 Scrip Code/Name of Scrip/Class of Security : 590089/CIGNITI TECHNOLOGIES LIMITED/EQUITY
3 Share Holding Pattern Filed under : Reg.31(1)(a)/Reg.31(1)(b)/Reg.31(1)©
a. If under 31(1)(b) then indicate the report for Quarter ending : 24/10/2025
b. If under 31(1)(c) then indicate date
of allotment/extinguishment
4 Isin INE675C01017
Declaration: The Listed entity is required
to submit the following declaration to the
5 extent of submission of information :-
Promoter and
Promoter Public Share Non Promoter-Non
Particulars Yes No Group Holders Public
1 Whether the Listed Entity has issued any partly paid up shares? No No No No
2 Whether the Listed Entity has issued any Convertible Securities? No No No No
3 Whether the Listed Entity has issued any Warrants? No No No No
Whether the Listed Entity has any shares against which depository
4 receipts are issued? No No No No
5 Whether the Listed Entity has any shares in locked-in? No No No No
Whether any shares held by promoters are pledge or otherwise
6 encumbered? No No N.A N.A
7 Whether company has equity shares with differntial voting rights? No No No No
8 Whether the listed entity has any significant beneficial owner?
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
295
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Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
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296
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Table II - Statement showing shareholding pattern of the Promoter and Promoter Group
Entit Total Total
y Shareh Numbe
Type er or motmotProproi.e. No No.of id-Papartly No.osharf no.oTotal Sharholdcalcing % e class of Securities (X) Rights held in each Number of Voting ShareNo.of rlying OutstandinUndes diluted Shares No.of Total basis fully on assumiconverconversion of olding as a % ng full NumbeLocked shares (XIV) r of in Numbepledged (XV)Shares r of UndertDisposaking (XVI) Non al encumbrances, Other if any (XVII) (XV+XVIencumb(XVIII) = Shares +XVII) ered r of Number of
Category Sharehol& Name ders (i) of the GrouGrou(Promoter er p shaderhol(IV.of re s fully paid equisharup es ty uitup eqshes ary undeositorlyinDepes ry g held shar(VIII V+Ves = f R,19ulatSCRper ed 57 as No.of Voting Rights tal Toas of % a (incluertabsecurconvities le g warranConver(Includts,ESOtible ing P, diluted tage of percensecurities (as table a No totAs of % a No totAs of % a No totAs of % a N a % totAs of No totAs of % a held in shares dematequity erializform ed
WouExlumotProde ld p ) held (V) (VIheld ) Rece(VII)ipts I+VII) (A+B% of +C2) As a (IX) Class X asClY s Total Votinrigtal Tohtg ESOP Warretc.,) ants, ding (XI) Securit(XII) = (VIII + etc.,) ies XI) XI) as a capital(XIII)=(VIII)+(share % of ) a(). hel(b)Shes aral d a() . (b)heshes arld al a. () (b)heshes arld al o. (a) shahelres (b)al d a(). arehel(b) shal d s (XIX)
ers) s A+B+C
(II) 2
1 Indian
Individua
( ls/Hindu
a undivide 152 152 152 152 0.5 15277 15277
) d Family 3 774 0 0 774 0.57 774 0 774 7 0 4 0.57 0 0 0 0 0 0 0 0 0 0 4
VENKATA
SUBRAM
ANYAM
CHAKKIL 509 509 509 509 0.1
AM 1 25 0 0 25 0.19 25 0 25 9 0 50925 0.19 0 0 0 0 0 0 0 0 0 0 50925
CHAKKIL
AM
RAJESWA 509 509 509 509 0.1
RI 1 24 0 0 24 0.19 24 0 24 9 0 50924 0.19 0 0 0 0 0 0 0 0 0 0 50924
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----- Start of picture text -----
Cigniti Technologies Ltd. (A Coforge Company)
Global Delivery Center
----- End of picture text -----
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
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----- Start of picture text -----
Registered Office:
Plot no. 13, Udyog Vihar, Phase- IV, Sector 18,
Gurugram, Palam Road, Gurgaon- 122015, Haryana,
India. T: +91 124 6642800
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----- Start of picture text -----
www.cigniti.com
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----- Start of picture text -----
CIN: L72200HR1998PLC129027
[email protected]
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----- Start of picture text -----
CHAKKIL
AM
SRIKANT 509 509 509 509 0.1
H 1 25 0 0 25 0.19 25 0 25 9 0 50925 0.19 0 0 0 0 0 0 0 0 0 0 50925
Central
Governm
ent/
( State
b Governm
) ent(s) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Financial
c Institutio
) ns/Banks 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
d Corporat 148 148 148 148
- e 753 753 54.1 753 753 54. 14875 14875
i) Bodies 1 57 0 0 57 8 57 0 57 18 0 357 54.18 0 0 0 0 0 0 0 0 0 0 357
COFORG 148 148 148 148
E 753 753 54.1 753 753 54. 14875 14875
LIMITED 1 57 0 0 57 8 57 0 57 18 0 357 54.18 0 0 0 0 0 0 0 0 0 0 357
(
d Corporat
- e Bodies
ii - Group
) Company 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
d
-
ii Trust/
i) Promoter 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Directors
d /Promot
- ers &
i their
v Relatives
) & Friends 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub- 150 150 150 150 54
Total(A)( 281 281 54.7 281 281 .7 15028 15028
1) 4 31 0 0 31 5 31 0 31 5 0 131 54.75 0 0 0 0 0 0 0 0 0 0 131
2 Foreign
----- End of picture text -----
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298
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Individua
ls(Non-
Resident
Individua
ls/
( Foreign
a Individua 112 112 112 112
) ls) 2 7 0 0 7 0 7 0 7 0 0 1127 0 0 0 0 0 0 0 0 0 0 0 1127
PENNAM
SUDHAK 112 112 112 112
AR 1 7 0 0 7 0 7 0 7 0 0 1127 0 0 0 0 0 0 0 0 0 0 0 1127
PENNAM 820 820 820 820
SAPNA 1 72 0 0 72 0.3 72 0 72 0.3 0 82072 0.3 0 0 0 0 0 0 0 0 0 0 82072
(
b Governm
) ent 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
c Institutio
) ns 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Foreign
d Portfolio
) Investor 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Corporat
f e Bodies
- - Foreign
i) Body 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Corporat
( e Bodies
f - OCB
- Non
ii Repatria
) ble 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Corporat
f e Bodies
- - OCB
ii Repatria
i) ble 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Foreign
f Institutio
- nal 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office:
Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
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299
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i Investor
v (FII) -
) Others
( Foreign
f Institutio
- nal
v Investor
) (FII) - DR 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
f
- Bank -
v Foreign
i) Bank 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
f
-
v
ii
) Trust 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(A)( 831 831 831 831
2) 2 99 0 0 99 0.3 99 0 99 0 0 83199 0 0 0 0 0 0 0 0 0 0 0 83199
Total
sharehol
ding of
Promote
r and
Promote
r Group 151 151 151 151 55
(A)=(A)(1 113 113 55.0 113 113 .0 15111 15111
)+(A)(2) 6 30 0 0 30 4 30 0 30 4 0 330 55.04 0 0 0 0 0 0 0 0 0 0 330
----- End of picture text -----
*X = Equity
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
- T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
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300
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Table III - Statement showing shareholding pattern of the Public shareholder
Total Total
No.o Share
Total
f holdi
No.of Numbe
Shar Share shar ng, as Numbe Numbe Non Other r of
Category No.shaof fully paid No.of up id-Papartly undeNo.oshares f Total no. shares holdulatcalcing ed % e Rights held in each class Number of Voting of Securities (IX) andinrlying OutstUndeconvg s es on basis dilutudinfully (Incled convemingfrsion assua % ull of Locked shares (XIII) r of in pledged Shares (XIV) r of DisposaUndertaking (XV) l Encumbrances, if (XVI) any encumb(XVII) = V+XVI) (XIV+Xshares ered shares equity Number of Sub-of shares (XIX) Categorization
& Name of re up eq rlyin held as ertab g conve held in
Shareholdthe derhol equity uity Depg (VII = SCRper securle warrants securirtible dematerializ
ers (I) (III)s held shar(IV)es heshes arld ositoReceipts (VI)ry V+VIV+I) R,19% of As a 57 No.of Voting Rights tal Toas a (incluWarrding ities ertiblESOPConve , ntage perce(as a ties of N As of % a N As of % a N As of % a a % As of N As of % a (XVIII)form ed Share holding (No.ofshares) under
(V) (A+B+C2) of % ESOP ants, rities Secu diluted o. total o. total o. total o. N total o. total
(VIII) Cl tal To etc.,) (X) Etc.,) share ( Sh ( sh ( sh (a sha ( sh Sub Sub Sub
Class X asYs Total Voting (XI)=(VII+X) capit(XII) al) a) heles ard a) hees arld a) hees arld ) res hel(b)d a) hees arld egoCatry (i) egoCat(ii)ry egoCat(iii)ry
rig
hts (b) (b) (b) (b)
Institution
s(Domesti
1 c)
( 136 136 136 136 N N N
a Mutual 493 493 493 493 4.9 1364 . N. . N. N . N. 13649
) Funds 7 9 0 0 9 4.97 9 0 9 7 0 939 4.97 0 0 A A A A .A N.A A A 39 0 0 0
WHITEOAK
CAPITAL
BALANCED 105 105 105 105 N N N
HYBRID 696 696 696 696 3.8 1056 . N. . N. N . N. 10569
FUND 1 3 0 0 3 3.85 3 0 3 5 0 963 3.85 0 0 A A A A .A N.A A A 63 0 0 0
----- End of picture text -----*
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Global Delivery Center
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T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office:
Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com
CIN: L72200HR1998PLC129027 [email protected]
301
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( Venture N N N
b Capital . N. . N. N . N.
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
( Alternate N N N
c Investmen 717 717 717 717 2.6 7175 . N. . N. N . N. 71755
) t Funds 12 552 0 0 552 2.61 552 0 552 1 0 52 2.61 0 0 A A A A .A N.A A A 2 0 0 0
NUVAMA
MULTI
ASSET
STRATEGY N N N
RETURN 483 483 483 483 1.7 4832 . N. . N. N . N. 48325
FUND 1 250 0 0 250 1.76 250 0 250 6 0 50 1.76 0 0 A A A A .A N.A A A 0 0 0 0
( N N N
d . N. . N. N . N.
) Banks 1 90 0 0 90 0 90 0 90 0 0 90 0 0 0 A A A A .A N.A A A 90 0 0 0
( N N N
e Insurance . N. . N. N . N.
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Provident/ N N N
(f Pension . N. . N. N . N.
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Asset
( Reconstruc N N N
g tion . N. . N. N . N.
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
( Soverign N N N
h Wealth . N. . N. N . N.
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
NBFCs
Registered N N N
(i with . N. . N. N . N.
) RBI 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Other
Financial N N N
(j Institution . N. . N. N . N.
) s 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
( N N N
k Any Other . N. . N. N . N.
) (Specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
208 208 208 208 N N N N
Sub- 258 258 258 258 7.5 2082 . N. . N. . N. . N. 20825
Total(B)(1) 20 1 0 0 1 7.58 1 0 1 8 0 581 7.58 0 0 A A A A A A A A 81 0 0 0
Institution
2 s(Foreign)
----- End of picture text -----
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Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
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302
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----- Start of picture text -----
Foreign
( Direct N N N
a Investmen . N. . N. N . N.
) t 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Foreign
( Venture N N N
b Capital . N. . N. N . N.
) Investors 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
( Sovereign N N N
c Wealth . N. . N. N . N.
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Foreign
( Portfolio 327 327 327 327 N N N
d Investors 216 216 11.9 216 216 11. 3272 . N. . N. N . N. 32721
) Category I 75 6 0 0 6 2 6 0 6 92 0 166 11.92 0 0 A A A A .A N.A A A 66 0 0 0
MORGAN
STANLEY
ASIA
(SINGAPO N N N
RE) 757 757 757 757 2.7 7570 . N. . N. N . N. 75707
PTE. 1 078 0 0 078 2.76 078 0 078 6 0 78 2.76 0 0 A A A A .A N.A A A 8 0 0 0
ASHOKA
INDIA
EQUITY
INVESTME N N N
NT TRUST 501 501 501 501 1.8 5015 . N. . N. N . N. 50157
PLC 1 570 0 0 570 1.83 570 0 570 3 0 70 1.83 0 0 A A A A .A N.A A A 0 0 0 0
Foreign
( Portfolio N N N
e Investors 702 702 702 702 0.2 7021 . N. . N. N . N.
) Category II 7 17 0 0 17 0.26 17 0 17 6 0 7 0.26 0 0 A A A A .A N.A A A 70217 0 0 0
Overseas
Depositori
es (holding
DRs) N N N
(f (balancing . N. . N. N . N.
) figure) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
( N N N
g Any Other . N. . N. N . N.
) (Specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Foreign
( Portfolio
g Investors N N N
- Category . N. . N. N . N.
i) III 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
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303
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----- Start of picture text -----
(
g Foreign
- Institution N N N
ii al . N. . N. N . N.
) Investors 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
g
- Bank - N N N
ii Foreign . N. . N. N . N.
i) Bank 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
g Qualified
- Foreign N N N
iv Investor - . N. . N. N . N.
) Corporate 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
g Corporate
- Bodies - N N N
v Foreign . N. . N. N . N.
) Bodies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
334 334 334 334 N N N N
Sub- 238 238 12.1 238 238 12. 3342 . N. . N. . N. . N. 33423
Total(B)(2) 82 3 0 0 3 7 3 0 3 17 0 383 12.17 0 0 A A A A A A A A 83 0 0 0
Central
Governme
nt / State
Governme
3 nt(s)
Central
( Governme N N N
a nt/Preside . N. . N. N . N.
) nt of India 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
State
( Governme N N N
b nt / . N. . N. N . N.
) Governor 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Shareholdi
ng by
Companies
or Bodies
Corporate
where
( Central / N N N
c State . N. . N. N . N.
) Governme 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
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Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
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304
==> picture [106 x 28] intentionally omitted <==
| nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
nt is a promoter |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sub- Total(B)(3) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N . A N. A N . A N. A N . A N. A N . A N. A 0 0 0 0 |
||||||||||||||||||||||||||||
| 4 Non- institution s |
||||||||||||||||||||||||||||
| ( a ) Associate companies /Subsidiari es 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N . A N. A N . A N. A N .A N.A N . A N. A 0 0 0 0 |
||||||||||||||||||||||||||||
| ( b ) Directors and their relatives (excluding independe nt directors and nominee directors) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N . A N. A N . A N. A N .A N.A N . A N. A 0 0 0 0 |
||||||||||||||||||||||||||||
| ( c ) Key Manageria l Personnel 1 600 0 0 0 600 0 0.02 600 0 0 600 0 0.0 2 0 6000 0.02 0 0 N . A N. A N . A N. A N .A N.A N . A N. A 6000 0 0 0 |
||||||||||||||||||||||||||||
| ( d ) |
Relatives of promoters (other than immediate relatives of promoters disclosed under Promoter and Promoter Group category) |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | N . A |
N. A |
N . A |
N. A |
N .A |
N.A | N . A |
N. A |
0 | 0 | 0 | 0 |
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
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305
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----- Start of picture text -----
Trusts
where any
person
belonging
to
Promoter
and
Promoter
Group
category is
trustee,
beneficiary
( , or author N N N
e of the . N. . N. N . N.
) trust 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Investor
Education
and
Protection N N N
(f Fund . N. . N. N . N.
) (IEPF) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Resident
Individuals
holding
nominal
share
( capital up 26 249 249 249 249 N N N
g to Rs. 2 31 492 492 492 492 9.0 2494 . N. . N. N . N. 24916
) lakhs 1 7 0 0 7 9.09 7 0 7 9 0 927 9.09 0 0 A A A A .A N.A A A 12 0 0 0
Resident
Individuals
holding
nominal
share
( capital in 103 103 103 103 N N N
h excess of 636 636 636 636 3.7 1036 . N. . N. N . N. 10363
) Rs. 2 lakhs 17 1 0 0 1 3.77 1 0 1 7 0 361 3.77 0 0 A A A A .A N.A A A 61 0 0 0
Non
Resident N N N
(i Indians 85 253 253 253 253 0.9 2538 . N. . N. N . N. 25388
) (NRIs) 6 882 0 0 882 0.92 882 0 882 2 0 82 0.92 0 0 A A A A .A N.A A A 2 0 0 0
N N N
(j Foreign . N. . N. N . N.
) Nationals 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: www.cigniti.com Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, CIN: L72200HR1998PLC129027 India. T: +91 124 6642800 [email protected]
306
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----- Start of picture text -----
( N N N
k Foreign . N. . N. N . N.
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
312 312 312 312 N N N
(l Bodies 40 840 840 11.3 840 840 11. 3128 . N. . N. N . N. 31284
) Corporate 4 4 0 0 4 9 4 0 4 39 0 404 11.39 0 0 A A A A .A N.A A A 04 0 0 0
RAJASTHA
N GLOBAL
SECURITIE N N N
S PRIVATE 919 919 919 919 3.3 9199 . N. . N. N . N. 91991
LIMITED 1 913 0 0 913 3.35 913 0 913 5 0 13 3.35 0 0 A A A A .A N.A A A 3 0 0 0
BAJAJ
FINANCIAL N N N
SECURITIE 515 515 515 515 1.8 5155 . N. . N. N . N. 51559
S LIMITED 1 599 0 0 599 1.88 599 0 599 8 0 99 1.88 0 0 A A A A .A N.A A A 9 0 0 0
RAJASTHA
N GLOBAL
SECURITIE N N N
S PRIVATE 624 624 624 624 2.2 6242 . N. . N. N . N. 62422
LIMITED 1 229 0 0 229 2.27 229 0 229 7 0 29 2.27 0 0 A A A A .A N.A A A 9 0 0 0
( N N N
m Any Other . N. . N. N . N.
) (Specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
Foreign
Portfolio
( Investor
m (Individual N N N
- )-Category . N. . N. N . N.
i) III/Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
m
- N N N
ii 9000 9000 . N. . N. N . N.
) Employees 0 0 0 0 0 0 0 0 0 0 0 0 0.33 0 0 A A A A .A N.A A A 0 0 0 0
(
m Qualified
- Foreign N N N
ii Investor - . N. . N. N . N.
i) Corporate 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
m
- N N N
iv 109 109 109 109 . N. . N. N . N.
) Trust 4 0 0 0 0 0 0 0 0 0 0 1090 0 0 0 A A A A .A N.A A A 1090 0 0 0
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office:
Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com
CIN: L72200HR1998PLC129027 [email protected]
307
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==> picture [508 x 260] intentionally omitted <==
----- Start of picture text -----
(
m
- Independe N N N
ix nt- . N. . N. N . N.
) Directors 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
m
- N N N
v Clearing . N. . N. N . N.
) Member 1 1 0 0 1 0 1 0 1 0 0 1 0 0 0 A A A A .A N.A A A 1 0 0 0
(
m Qualified
- Foreign N N N
vi Investor - . N. . N. N . N.
) Individual 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
m Corporate
- Bodies - N N N
vi Domestic- . N. . N. N . N.
i) DR 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
(
m
-
vi Unclaimed N N N
ii Susp . N. . N. N . N.
) A/c 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A A A A .A N.A A A 0 0 0 0
27 692 692 692 692 N N N N
Sub- 59 066 066 25.2 066 066 25. 9000 7010 . N. . N. . N. . N. 69173
Total(B)(4) 4 5 0 0 5 1 5 0 5 21 0 665 25.53 0 0 A A A A A A A A 50 0 0 0
Total
Public
Shareholdi
ng
(B)=(B)(1)+ 27 123 123 123 123 N N N N
(B)(2)+(B)( 69 456 456 44.9 456 456 44. 9000 1243 . N. . N. . N. . N. 12342
3) 6 29 0 0 29 6 29 0 29 96 0 5629 45.29 0 0 A A A A A A A A 314 0 0 0
----- End of picture text -----
*X = Equity
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
308
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==> picture [508 x 323] intentionally omitted <==
----- Start of picture text -----
Table IV - Statement showing shareholding pattern of the Non Promoter-Non Public Shareholder
Category No. No. Par Nos.of Tota Share Number of Voting No.of Total No.of Total Number Number Non Other Total Number
& Name of of tly shares l holdin Rights held in each Shares shares on fully Shareh of Locked of Shares Disposal Encumbra Number of of equity
of the shar full pai underl nos. g % class of Securities (ix) Underlyi diluted basis olding in shares pledged Undertak nces if shares shares
Sharehol e y d- ying shar calcul ng (including as a % (XIII) (Xiv) ing (XV) any (XVI) encumbered held in
ders (i) hold pai up Depos es ated Outstan warrants,ESOP, assumi (XVII)=(XIV+X demateri
ers d equ itory held as per ding Convertible ng full V+XVI) alized
(iii) up ity Receip (vii SCRR, converta securities etc.,) convers form
equ sha ts (vi) = 1957 ble (XI) = (VII+X) ion of (XVIII)
ity res iv+v As a % securitie convert
sha hel +vi) of No.of Voting Tot s able N As N As N As N As No. As a
res d (A+B+ Rights al (includin securiti o. a % o. a % o. a % o. a % (a) % of
hel (v) C2) Cl Cl To as a g es (as a (a of (a of (a of (a of total
d (viii) as as tal % Warrant percent ) tot ) tot ) tot ) tot share
(iv) s s Y of s,ESOP age of al al al al s held
X Tot etc.,) (X) diluted Sha sha sha sha (b)
al share res res res res
Vot capital) hel hel hel hel
ing (xii) d d d d
righ (b) (b) (b) (b)
ts
Custodia
1 n/DR
Holder
( Custodian N. N. N. 0
a /DR 0 0 0 0 0 N.A 0 0 0 0 0 0 0 0 0 A N.A A N.A A N.A N.A N.A
) Holder
Sub- 0
N. N. N.
Total(C)( 0 0 0 0 0 N.A 0 0 0 0 0 0 0 0 0 A N.A A N.A A N.A N.A N.A
1)
Employe
es
Benefit
Trust
(Under
SEBI
2 (Share
based
Employe
e Benefit)
Regulatio
ns, 2014
Employee 0
( s Benefit N. N. N.
a Trust 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N.A N.A N.A N.A N.A
A A A
) (Under
SEBI
----- End of picture text -----*
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: www.cigniti.com
Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, CIN: L72200HR1998PLC129027 India. T: +91 124 6642800 [email protected]
309
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==> picture [508 x 236] intentionally omitted <==
----- Start of picture text -----
(Share
based
Employee
Benefit)
Regulatio
ns, 2014
Employee 0
s Benefit
Trust/Em
ployee
Welfare
Trust
under
( SEBI N. N. N.
b) (Share based 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A N.A A N.A A N.A N.A N.A
Employee
Benefits
and
Sweat
equity)
Regulatio
ns, 2021
Sub- 0
N. N. N.
Total(C)( 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 A N.A A N.A A N.A N.A N.A
2)
Total 0
Non-
Promoter
-Non
N. N. N.
Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N.A N.A N.A N.A N.A
A A A
Sharehol
ding
(C)=(C)(1)
+(C)(2)
----- End of picture text -----
*X = Equity
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
310
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Annexure B
Table VI-Statement Showing foreign Ownership limits
==> picture [431 x 67] intentionally omitted <==
----- Start of picture text -----
Benpos Date Board approved limits Limits Utilized
As on shareholding date 24-10-2025 100 13.39
As on the end of previous 1st quarter 30-09-2025 100 19.13
As on the end of previous 2nd quarter 30-06-2025 100 5.64
As on the end of previous 3rd quarter 31-03-2025 100 12.45
As on the end of previous 4th quarter 31-12-2024 100 16.13
----- End of picture text -----
Note to company :- Where ever Dates and limits not shown in above table (i.e Appearing as Blank cells but not zeros), It indicates that Either Company has not provided the Foreign Ownership data to R.T.A till now / This sheet is not applicable to the company as informed by company earlier
==> picture [113 x 71] intentionally omitted <==
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
311
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==> picture [509 x 266] intentionally omitted <==
----- Start of picture text -----
Post MERGER SHAREHOLDING PATTERN AS ON OCTOBER 24, 2025 (WITHOUT PAN)
1 Name of the Listed Entity : CIGNITI TECHNOLOGIES LIMITED
2 Scrip Code/Name of Scrip/Class of Security : 590089/CIGNITI TECHNOLOGIES LIMITED/EQUITY
3 Share Holding Pattern Filed under : Reg.31(1)(a)/Reg.31(1)(b)/Reg.31(1)©
a. If under 31(1)(b) then indicate the report for Quarter ending : 24/10/2025
b. If under 31(1)(c) then indicate date of
allotment/extinguishment
4 Isin INE675C01017
Declaration: The Listed entity is required to submit the following
5 declaration to the extent of submission of information :-
N Public Non
Y o Promoter and Share Promoter-
Particulars es * Promoter Group Holders Non Public
Whether the Listed Entity has issued any partly N
1 paid up shares? o No No No
Whether the Listed Entity has issued any N
2 Convertible Securities? o No No No
Whether the Listed Entity has issued any N
3 Warrants? o No No No
Whether the Listed Entity has any shares N
4 against which depository receipts are issued? o No No No
Whether the Listed Entity has any shares in N
5 locked-in? o No No No
Whether any shares held by promoters are N
6 pledge or otherwise encumbered? o No N.A N.A
Whether company has equity shares with N
7 differntial voting rights? o No No No
Whether the listed entity has any significant
8 beneficial owner?
----- End of picture text -----*
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
312
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==> picture [508 x 303] intentionally omitted <==
----- Start of picture text -----
Table I - Summary Statement holding of specified securities
Shareho Total number
No. No. Shareh Number of Voting Rights held in each class of Securities (IX) Shares No.of shares No.of Total on assuminlding as g full a % of Locked in shares Number (XIII) of Shares Number pledged (XIV) UndertakiDisposal ng (XV) Non Encumbraany (XVI)nces if Other (XVII)=((XIV+Xencumbered of shares V+XVI)
Category (i) shareholCategorder (ii) y of holdsharNo.(iii)ers of e equshafull(iv)paihelres upity of d d y equshaParpaihelres (v)tly up ity d-of d Receipshares underlDeposNo.of ts (vi)itory ying Totaheld l no. shariv+v+vi)(vii es = 1957)As (calculaof total 2) (VIII)(A+B+Cshares olding as a % ted as a % of no. of SCRR, per Claeg:Xss No.of Voting Rieg:Clagss Y hts talTo (A+BTotaa % l as +C) of WarrantsOutstandconverta(IncludinUnderlyisecuritieetc.,) (X),ESOP ble ing ng g s diluted ConverSecurit(IncludESOP, warraetc.,) basis tible fully nts ing ies (XII)=(VIpercentconversconvertes (as a capital) securitidiluted As a % age of ion of share I)+(X) able o. (aN) Shaa % res heltot(b)As of al d o. (aN) a % shares heltot(b)As of al d o. (aN) a % shares heltot(b)As of al d o. (aN) a % shares heltot(b)As of al d No. (a) s held sharetotal % of As a (b) demateriof equity Number held in shares (XVIII) alized form
(XI=(VI of
I+X)
(A+B+C
2)
Promot
er &
Promot
er
(A ) Group 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(B ) Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Non
Promot
er-Non
(C) Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Shares
underlyi
(C1) ng DRs 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Shares
held by
Employ
ee
(C2) Trusts 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Total 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----*
*X =
Equity
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
313
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==> picture [508 x 337] intentionally omitted <==
----- Start of picture text -----
Table II - Statement showing shareholding pattern of the Promoter and Promoter Group
Total
Sharehol Total
Entity Type No. Share Number of Voting UnderlShares No.of No.of Total ding as a assumin% Number of of Shares Number Disposal Non encumbraOther encumbeof Shares Number
Category & Name of Promopromoter or i.e. ter sharNo.of fullpaiof d y Parpaitly up d- shares underlNo.of ying shareno.of Total s as per calculholding % ated class of Securities (X) Rights held in each converOutstanding table ying (Includinon fully diluted Shares basis convertaconversion of g full ble Locked in shares (XIV) pledged (XV) Undertak(XVI) ing any (XVII)nces, if (XV+XVI+(XVIII) = XVII) red Number shares equity of
Shareholders (i) the PromoWould Exlude Group Group (Promters) oter (II) hold(IV)ers e equshahelres (V)up ity d equ(VI)shahelres ity d DeposReceiitory (VII) pts V+VI+VII)held (VIII = (A+B+SCRR,1957 % of As a (IX) C2) XasCls No.of Voting Ris YgasClhts talTo as a VotTotTotof al al % securiti(includWarraESOP etc.,) nts, (XI) ing es (VIII + XI)warrantsSecuritieConvertis etc.,) ,ESOP, (XII) = ble g as a % of percenta(XIII)=(VIsecuritiecapital) diluted II)+(XI) s (as a share ge of (ao. N) Shaa % helres totAs of al (ao. N) a % shahelres totAs of al (ao. N) a % shahelres totAs of al (ao. N) held % of shartotaAs a es l o. (aN) a % shahelres totAs of al dematerheld in ialized form (XIX)
ing A+B+C2 d d d (b) d
righ
ts (b) (b) (b) (b)
1 Indian
Individuals/
( Hindu
a undivided
) Family 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
VENKATA
SUBRAMAN
YAM
CHAKKILAM 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
CHAKKILAM
RAJESWARI 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
CHAKKILAM
SRIKANTH 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
PENNAM
SAPNA 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Central
Governmen
( t/ State
b Governmen
) t(s) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Financial
(c Institutions/
) Banks 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----*
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center 7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: www.cigniti.com Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, CIN: L72200HR1998PLC129027 India. T: +91 124 6642800 [email protected]
314
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==> picture [508 x 330] intentionally omitted <==
----- Start of picture text -----
(
d
- Corporate
i) Bodies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
COFORGE
LIMITED 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
d Corporate
- Bodies -
ii Group
) Company 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
d
-
iii Trust/
) Promoter 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Directors/Pr
d omoters &
- their
iv Relatives &
) Friends 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(A)(1) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
2 Foreign 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Individuals(
Non-
Resident
( Individuals/
a Foreign
) Individuals) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
PENNAM
SUDHAKAR 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
b Governmen
) t 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(c
) Institutions 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Foreign
d Portfolio
) Investor 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Corporate
(f Bodies -
- Foreign
i) Body 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(f Corporate
- Bodies -
ii OCB Non
) Repatriable 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center 7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India
T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office:
Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
315
==> picture [106 x 28] intentionally omitted <==
==> picture [508 x 217] intentionally omitted <==
----- Start of picture text -----
(f Corporate
- Bodies -
iii OCB
) Repatriable 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Foreign
(f Institutional
- Investor
iv (FII) -
) Others 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(f Foreign
- Institutional
v Investor
) (FII) - DR 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(f
- Bank -
vi Foreign
) Bank 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(f
-
vi
i) Trust 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(A)(2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Total
shareholdin
g of
Promoter
and
Promoter
Group
(A)=(A)(1)+(
A)(2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----
Cigniti Technologies Ltd. (A Coforge Company) Global Delivery Center
7th Floor, VEGA Block, International Tech Park , Plot #17, Software Units Layout Madhapur, Hyderabad 500 081, Telangana, India T: +91 (40) 4038 2255 | F: +91 (40) 4038 2299
Registered Office: Plot no. 13, Udyog Vihar, Phase- IV, Sector 18, Gurugram, Palam Road, Gurgaon- 122015, Haryana, India. T: +91 124 6642800
www.cigniti.com CIN: L72200HR1998PLC129027 [email protected]
316
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==> picture [508 x 334] intentionally omitted <==
----- Start of picture text -----
Table III - Statement showing shareholding pattern of the Public shareholder
Total
Share Total
No.of Total holdin Number
No. fullpaiNo.of y Parpaitly d- No.of share Total no. Share calculholding % class of Securities (IX)Rights held in each Number of Voting UnderShareandinOutstlying s diluteNo.of sharefully s on d assumingfull g, as a conversion % in shares Number Locked (XIII) of Number pledged Shares (XIV) of Disposal UndertaNon king (XV) any (XVI) Encumbrances, if Other (XIV+XVencumb(XVII) = shares ered of Number of Sub-Categorization of shares (XIX)
Name of the ShareholderCategory & s (I) shader(III)holof re s shares hel(IVuitup eqd d y ) shares hel(V)uitup eqd y sitory rlying ReceiDepounde(VI) pts s held sharV+V(VII IV+es I) = ,1957 SCRR(A+B(VIII)ated +C2) % of As a per as XasCls No.of Voting RigasClYs hts talTo a % TotTothtsVotinrigas of al al g Warrartable securiconve(incluESOP etc.,) ding nts, ties (X) g ConveSecuriESOP, warraVII+X)(Inclu(XI)=(rtible basis Etc.,) ding ties nts securitcapitalies (as convedilutentage perceshare rtible ) (of of d a XII) Noa(). a % areheltot(b)ShAs of al d s Noa(). shatotres hel(b)As of al % d a Noa(). shares heltot(b)As of al % d a (ao. N) a % shahelres tot(b)As of al d Noa(). +XVI) shatotres hel(b)As of al % d a dematerialized held in shares equity (XVIII) form Category Sub ((i) No.ofsharesShare holding Category Sub (ii) ) underCategory Sub (iii)
Institutions(
1 Domestic)
(
a Mutual
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
WHITEOAK
CAPITAL
BALANCED
HYBRID
FUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Venture
b Capital
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Alternate
(c Investment
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
NUVAMA
MULTI
ASSET
STRATEGY
RETURN
FUND 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
d
) Banks 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----*
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317
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(
e Insurance
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Provident/P
(f ension
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Asset
Reconstructi
(g on
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Soverign
h Wealth
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
NBFCs
Registered
(i with
) RBI 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Other
(j Financial
) Institutions 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(k Any Other
) (Specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(B)(1) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Institutions(
2 Foreign) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Foreign
a Direct
) Investment 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Foreign
( Venture
b Capital
) Investors 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sovereign
(c Wealth
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Foreign
( Portfolio
d Investors
) Category I 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
MORGAN
STANLEY
ASIA
(SINGAPORE
) PTE. 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
ASHOKA
INDIA
EQUITY
INVESTMEN
T TRUST PLC 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
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Foreign
( Portfolio
e Investors
) Category II 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Overseas
Depositories
(holding
DRs)
(f (balancing
) figure) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(g Any Other
) (Specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Foreign
(g Portfolio
- Investors
i) Category III 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(g Foreign
- Institutional
ii) Investors 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(g
- Bank -
iii Foreign
) Bank 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(g Qualified
- Foreign
iv Investor -
) Corporate 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Corporate
(g Bodies -
- Foreign
v) Bodies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(B)(2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Central
Governmen
t / State
Governmen
3 t(s) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Central
( Government
a /President
) of India 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
State
( Government
b /
) Governor 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----
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----- Start of picture text -----
Shareholdin
g by
Companies
or Bodies
Corporate
where
Central /
State
Government
(c is a
) promoter 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(B)(3) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Non-
4 institutions 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Associate
( companies
a /Subsidiarie
) s 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Directors
and their
relatives
(excluding
independen
t directors
( and
b nominee
) directors) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Key
(c Managerial
) Personnel 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Relatives of
promoters
(other than
immediate
relatives of
promoters
disclosed
under
Promoter
and
( Promoter
d Group
) category) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Trusts
where any
person
( belonging to
e Promoter
) and 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----
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----- Start of picture text -----
Promoter
Group
category is
trustee,
beneficiary,
or author of
the trust
Investor
Education
and
Protection
(f Fund
) (IEPF) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Resident
Individuals
holding
nominal
share
(g capital up to
) Rs. 2 lakhs 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Resident
Individuals
holding
nominal
share
( capital in
h excess of Rs.
) 2 lakhs 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Non
Resident
(i Indians
) (NRIs) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(j Foreign
) Nationals 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(k Foreign
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(l Bodies
) Corporate 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
RAJASTHAN
GLOBAL
SECURITIES
PRIVATE
LIMITED 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
BAJAJ
FINANCIAL
SECURITIES
LIMITED 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
RAJASTHAN
GLOBAL
SECURITIES 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
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321
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PRIVATE
LIMITED
(
m Any Other
) (Specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Foreign
Portfolio
( Investor
m (Individual)-
- Category
i) III/Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m
-
ii) Employees 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m Qualified
- Foreign
iii Investor -
) Corporate 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m
-
iv
) Trust 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m
-
ix Independen
) t-Directors 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m
- Clearing
v) Member 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m Qualified
- Foreign
vi Investor -
) Individual 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m Corporate
- Bodies -
vi Domestic-
i) DR 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
m
-
vi Unclaimed
ii) Susp A/c 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
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Sub-
Total(B)(4) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Total Public
Shareholdin
g
(B)=(B)(1)+(
B)(2)+(B)(3) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----
*X = Equity
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Table IV - Statement showing shareholding pattern of the Non Promoter-Non Public Shareholder
Total Total
Number
Shareh Number Non Other Number of
Category Sharehol& Name ders (i) of the (iiN AP) ders sharNo.(iii)holof e No.sha(iv)fullhelres paiuitequpof d d y y shaParpaihelres (v)uittly up eqd-d y DeposunderNos.oshareReceilying itory (vi) pts s f Totaheld sharnos. iv+v+vi)(vii es = l as per (A+B+Share calculSCRR,holdi1957 ng % ated % of (viii)As a C2) XasClclass of Securities (ix)s No.of Voting Rights held in each Number of Voting Ris YasgClhts talTo Vota % TotToting rigas of al al converta(includinUnderlyisecuritieWarrantetc.,) (X)Outstans,ESOP Shares No.of ding ble ng g s warrants,ESOP,securities etc.,) shares on fully diluted basis (XI) = (VII+X) Convertible Total No.of (including convertsecurities (as a diluted assumitage of converpercension of olding as a % ng full share able (ao. Nin shares )Locked (XIII) of Shaa % helres totAs of al d (aof Shares o. Npledged ) (Xiv) a % shahelres totAs of al d (ao. king (XV)NDisposal Underta) a % shatothelres As of al d (ao. Nany (XVI)Encumbr)ances if As a totashahelres of % d l No. encumbered (a)(XVII)=(XIV+XV+XVIshares s held sharetotal % of As a (b) ) dematerNumber held in shares ialized equity (XVIII) form of
hts capital) (b) (b) (b) (b)
(xii)
Custodia
n/DR
1 Holder
( Custodia
a n/DR
) Holder 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(C)(
1) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Employe
es
Benefit
Trust
(Under
SEBI
(Share
based
Employe
e
Benefit)
Regulati
ons,
2 2014 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Employe
es
Benefit
Trust
(Under
( SEBI
a (Share
) based 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----*
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----- Start of picture text -----
Employe
e
Benefit)
Regulatio
ns, 2014
Employe
es
Benefit
Trust/Em
ployee
Welfare
Trust
under
SEBI
(Share
based
Employe
e
Benefits
and
Sweat
( equity)
b Regulatio
) ns, 2021 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total(C)(
2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Total
Non-
Promote
r-Non
Public
Sharehol
ding
(C)=(C)(1
)+(C)(2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
----- End of picture text -----
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325
Annexure - 13B
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SHAREHOLDING PATTERN PRE MERGER SHAREHOLDING PATTERN AS ON OCTOBER 24, 2025
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----- Start of picture text -----
COFORGE
1 Name of Listed Entity: LIMITED
2 Scrip Code/Name of Scrip/Class of Security Equity
3 Share Holding Pattern Filed under: Reg. 31(1)(a)/Reg. 31(1)(b)/Reg.31(1)(c ) Reg.31(1)(b )
a. If under 31(1)(b) then indicate the report for Quarter ending
b. If under 31(1)(c) then indicate date of allotment/extinguishment
Declaration: The Listed entity is required to submit the following declaration to the extent of submission of
4 information:-
Particulars Yes No
1 Whether the Listed Entity has issued any partly paid up shares? No
2 Whether the Listed Entity has issued any Convertible Securities or Warrants? No
3 Whether the Listed Entity has any shares against which depository receipts are issued? No
4 Whether the Listed Entity has any shares in locked-in? No
5 Whether any shares held by promoters are pledge or otherwise encumbered? No
6 Whether the listed entity has any significant beneficial owner? No
5 The tabular format for disclosure of holding of specified securities is as follows:-
----- End of picture text -----
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
326
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----- Start of picture text -----
Summary Statement Holding of Specified Securities
Total Number Total
shareho of Number
lding, Shares of
as a % pledged Shares
assumi Number or encumbe
Total ng full of otherwis Non Other red
No. of No of convers Locked e Disposal encumbra (XVII) =
Number of Voting Rights held Shares shares ion of in shares encumbe Undertak nces, if (XIV+XV+
No. in each class of securities (IX) Underl on fully converti (XIII)) red (XIV) ing (XV) any(XVI) XVI)
of ying diluted ble
Part Shareh No of Voting Rights Outsta basis securiti
ly olding nding (includi es (as a
pai as a % convert ng percent
d- No. of of total ible warrant age of As As As As
No. of up shares Total no. of securiti s, diluted a % a % a % a % Number
fully equ underl nos. shares es ESOP, share of of of As a of of equity
paid ity ying share (calcula (includi Convert capital) tota tota tota % of tota shares
Catego up sha Depos s held ted as Total ng ible (XII) = l l l total l held in
ry of Nos. of equity res itory (VII) = per Cla as a Warran Securiti (VII)+(X) Sha Sha sha shar sha demateri
Cate shareh shareh share hel Recei (IV)+ SCRR, ss % of ts, es etc.) as a % N res N res N res N es N res alized
gory older olders s held d pts (V)+ 1957) Class eg: (A+B ESOP (XI)=(VII of o. held o. held o. held o. held( o. held form
(I) (II) (III) (IV) (V) (VI) (VI) (VIII) eg: X Y Total +C) etc.)(X) +VIII) A+B+C2 a (b) a (b) a (b) a b) a (b) (XVIII)
Promot
er &
Promot
er
(A) Group 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
33479 33479 33479 33459 3343413
(B) Public 218112 2404 0 0 2404 100 2404 0 6060 100 0 0 0 0 0 0 0 0 0 0 0 0 0 69
Non
Promot
er- Non
(C) Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Shares
underlyi
(C1) ng DRs 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Shares
held by
Employ
ee
(C2) Trusts 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
33479 33479 33479 33459 3343413
Total 218112 2404 0 0 2404 100 2404 0 6060 100 0 0 0 0 0 0 0 0 0 0 0 0 0 69
----- End of picture text -----
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
327
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----- Start of picture text -----
Summary Statement Holding of Specified Securities
Total Number
shareh of Total
Entit olding, Shares Number
y as a % pledged of
type Total assum Number or Non Shares
Prom No of ing full of otherwi Disposa encumb
oter No. of share conver Locked se l Other ered
or Tot Number of Voting Share s on sion of in encumb Underta encumbr (XVIII) =
Prom No. al Rights held in each s fully conver shares ered king ances, if (XV+XVI Sub-categorization
oter No. of no class of securities (X) Under dilute tible (XIV) (XV) (XVI) any(XVI) +XVII) of shares (XX)
grou of Par s. lying d securit
p full tly sh No of Voting Outst basis ies (as Shareholding (No.
(Pro y pai No. are Share Rights andin (inclu a of shares) under
mote pai d- of s holdin g ding percen
r d up share hel g as a conve warra tage of As As
grou up eq s d % of rtible nts, diluted a % a % As As
p eq uit unde total securi ESOP, share of of a % As a % Numbe
woul uit y rlyin (VII no. of Tot ties Conve capital tot tot of a % of r of
d y sh g I) = shares al (inclu rtible ) (XIII) al al tot of tot equity
exclu Nos. sh are Depo (V) (calcul as a ding Securi = Sh Sh al tota al shares Sub
Category de of are s sitor + ated Cl Cl % Warra ties (VIII)+( are are sha l sha held in Sub Sub -
of prom share s hel y (VI) as per as as of nts, etc.) XI) as N s N s N res sha res demate - - cate
sharehol oters holder hel d Recei + SCRR, s s (A+ ESOP (XII)=( a % of o hel o hel o hel N res N hel rialized cate cate gor
der ) s d pts (VII 1957) eg eg To B+C etc.)(X VIII+XI A+B+C . d . d . d(b o. hel o. d(b form gor gor y
(I) (II) (IV) (V) (VI) (VII) ) (IX) : X : Y tal ) I) ) 2 a (b) a (b) a ) a d(b) a ) (XIX) y (i) y (ii) (iii)
'
( Indian
1
)
Individual
( s/ Hindu
a Undivided
) Family 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Central
Governm
( ent/ State
b Governm
) ent(s) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Financial
c Institution
) s/ Banks 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
d Any Other
) (specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
i) Bodies
Corporate 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-
Total 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(A)(1)
----- End of picture text -----
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
328
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| ' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
' ( 2 ) Foreign |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ( a ) Individual s (Non- Resident Individual s/ Foreign Individual s) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
||||||||||||||||||||||||||||
| ( b ) Governm ent 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
||||||||||||||||||||||||||||
| ( c ) Institution s 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
||||||||||||||||||||||||||||
| ( d ) Foreign Portfolio Investor 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
||||||||||||||||||||||||||||
| ( e ) Any Other (specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
||||||||||||||||||||||||||||
| i) Bodies Corporate 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
||||||||||||||||||||||||||||
| Sub- Total (A)(2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
||||||||||||||||||||||||||||
| TOTAL Sharehol ding of Promoter and Promoter Group(A) = (1)+ (2) |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
0 0 |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
329
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----- Start of picture text -----
Summary Statement Holding of Specified Securities
Total Number Total
share of Number
holdin Shares of
g, as a Number pledged Non Shares
% of or Dispos encum
assu Locked otherwis al Other bered
Number of Voting Rights Total ming in e Underta encumbr (XVII) = Sub-
held in each class of No of full shares encumbe king ances, if (XIV+X categorization of
securities (IX) shar conve (XIII)) red (XIV) (XV) any(XVI) V+XVI) shares (XIX)
es on rsion
No of Voting No. of fully of Shareholding (No.
Share Rights Share dilut conve of shares) under
holdin s ed rtible
No g as a Unde basis securi
. of % of rlying (incl ties
Pa total Outst udin (as a
rtly no. of andin g perce
pai No. share g warr ntage
d- of s conv ants, of As As As As
No. up shar (calcu ertibl ESO dilute a a a a
of eq es Total lated e P, d % % % % Numb
fully uit unde nos. as per secur Conv share of of of As of er of
paid y rlyin shar SCRR Tot ities ertibl capita tot tot tot a % tot equity
up sh g es , al (inclu e l) (XII) al al al of al shares
Nos. equit are Depo held 1957) as ding Secu = Sh Sh sh tota sh held in Sub Sub
of y s sitor (VII) As a Cl a % Warra rities (VII)+( are are are l are demat Sub - -
share shar hel y = % of as of nts, etc.) X) as N s s N s sha N s erializ - cate cate
Category of holde es d Rece (IV)+ (A+B+ Clas s (A+ ESOP (XI)=( a % of o hel hel o hel N res o hel ed cate gor gor
shareholder rs held ipts (V)+ C2) s eg: eg B+ etc.)( VII+X A+B+ . d No d . d(b o. hel . d(b form gor y y
(I) (III) (IV) (V) (VI) (VI) (VIII) X : Y Total C) X) ) C2 a (b) . a (b) a ) a d(b) a ) (XVIII) y (i) (ii) (iii)
'( Institutions
1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(Domestic)
)
( 1287 1287 1287 1287 1287
a 3709 3709 3709 3709 38. 3709 128736
) Mutual Funds 46 6 0 0 6 38.48 6 0 6 48 0 6 38.48 0 0 0 0 0 0 0 0 0 0 071 0 0 0
MOTILAL
OSWAL MIDCAP 3279 3279 3279 3279 3279 327968
FUND 1 6823 0 0 6823 9.8 6823 0 6823 9.8 0 6823 9.8 0 0 0 0 0 0 0 0 0 0 23 0 0 0
INVESCO INDIA 5228 5228 5228 5228 1.5 5228 522825
CONTRA FUND 1 259 0 0 259 1.56 259 0 259 6 0 259 1.56 0 0 0 0 0 0 0 0 0 0 9 0 0 0
AXIS MUTUAL
FUND TRUSTEE
LIMITED A/C
AXIS MUTUAL
FUND A/C AXIS 5512 5512 5512 5512 1.6 5512 551202
MIDCAP FUND 1 027 0 0 027 1.65 027 0 027 5 0 027 1.65 0 0 0 0 0 0 0 0 0 0 7 0 0 0
ADITYA BIRLA
SUN LIFE 6449 6449 6449 6449 1.9 6449 644959
TRUSTEE 1 598 0 0 598 1.93 598 0 598 3 0 598 1.93 0 0 0 0 0 0 0 0 0 0 8 0 0 0
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----- Start of picture text -----
Coforge Limited Registered office: www.coforge.com
Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected]
Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
----- End of picture text -----
330
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==> picture [573 x 327] intentionally omitted <==
----- Start of picture text -----
PRIVATE
LIMITED A/C -
ADITYA BIRLA
SUN LIFE
FOCUSED FUND
DSP MIDCAP 1417 1417 1417 1417 4.2 1417 141783
FUND 1 8321 0 0 8321 4.24 8321 0 8321 4 0 8321 4.24 0 0 0 0 0 0 0 0 0 0 21 0 0 0
NIPPON LIFE
INDIA TRUSTEE
LTD-A/C NIPPON
INDIA ETF NIFTY 3621 3621 3621 3621 1.0 3621 362195
IT 1 957 0 0 957 1.08 957 0 957 8 0 957 1.08 0 0 0 0 0 0 0 0 0 0 7 0 0 0
HDFC MUTUAL
FUND - HDFC 1926 1926 1926 1926 5.7 1926 192657
MID-CAP FUND 1 5706 0 0 5706 5.76 5706 0 5706 6 0 5706 5.76 0 0 0 0 0 0 0 0 0 0 06 0 0 0
50
UTI-FLEXI CAP 8821 8821 8821 8821 2.6 8821 00 0.5 882189
FUND 1 894 0 0 894 2.64 894 0 894 4 0 894 2.64 0 0 0 7 0 0 0 0 0 0 4 0 0 0
EDELWEISS
TRUSTEESHIP
CO LTD AC-
EDELWEISS MF
AC- EDELWEISS 4729 4729 4729 4729 1.4 4729 472938
MID CAP FUND 1 381 0 0 381 1.41 381 0 381 1 0 381 1.41 0 0 0 0 0 0 0 0 0 0 1 0 0 0
HSBC MIDCAP 4943 4943 4943 4943 1.4 4943 494335
FUND 1 351 0 0 351 1.48 351 0 351 8 0 351 1.48 0 0 0 0 0 0 0 0 0 0 1 0 0 0
(
b Venture Capital
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
c Alternate 1662 1662 1662 1662 1662 166261
) Investment Funds 35 615 0 0 615 0.5 615 0 615 0.5 0 615 0.5 0 0 0 0 0 0 0 0 0 0 5 0 0 0
(
d 1581 1581 1581 1581 0.0 1581
) Banks 8 55 0 0 55 0.05 55 0 55 5 0 55 0.05 0 0 0 0 0 0 0 0 0 0 158155 0 0 0
(
e Insurance 5035 5035 5035 5035 15. 5035 503598
) Companies 24 9805 0 0 9805 15.05 9805 0 9805 05 0 9805 15.05 0 0 0 0 0 0 0 0 0 0 05 0 0 0
HDFC LIFE
INSURANCE
COMPANY 7635 7635 7635 7635 2.2 7635 763587
LIMITED 1 873 0 0 873 2.28 873 0 873 8 0 873 2.28 0 0 0 0 0 0 0 0 0 0 3 0 0 0
LIFE
INSURANCE
CORPORATION 1560 1560 1560 1560 4.6 1560 156001
OF INDIA 1 0127 0 0 0127 4.66 0127 0 0127 6 0 0127 4.66 0 0 0 0 0 0 0 0 0 0 27 0 0 0
SBI LIFE
INSURANCE CO. 9312 9312 9312 9312 2.7 9312 931226
LTD 1 261 0 0 261 2.78 261 0 261 8 0 261 2.78 0 0 0 0 0 0 0 0 0 0 1 0 0 0
ICICI 3764 3764 3764 3764 1.1 3764 376438
PRUDENTIAL 1 384 0 0 384 1.13 384 0 384 3 0 384 1.13 0 0 0 0 0 0 0 0 0 0 4 0 0 0
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==> picture [340 x 20] intentionally omitted <==
----- Start of picture text -----
Coforge Limited Registered office: www.coforge.com
Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected]
Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
----- End of picture text -----
331
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==> picture [573 x 327] intentionally omitted <==
----- Start of picture text -----
LIFE
INSURANCE
COMPANY
LIMITED
AXIS MAX LIFE
INSURANCE
LIMITED A/c -
ULIF01311/02/08
LIFEHIGHGR104
- High Growth 5501 5501 5501 5501 1.6 5501 550169
Fund 1 693 0 0 693 1.64 693 0 693 4 0 693 1.64 0 0 0 0 0 0 0 0 0 0 3 0 0 0
(f Provident / 2349 2349 2349 2349 2349 234942
) Pension Funds 1 421 0 0 421 0.7 421 0 421 0.7 0 421 0.7 0 0 0 0 0 0 0 0 0 0 1 0 0 0
( Asset
g Reconstruction
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
h Sovereign Wealth
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(i NBFCs registered
) with RBI 7 9165 0 0 9165 0 9165 0 9165 0 0 9165 0 0 0 0 0 0 0 0 0 0 0 9165 0 0 0
(j Other Financial
) Institutions 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
k Any Other
) (specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
1832 1832 1832 1832 1832
54. 183275
Sub-Total B(1) 121 7625 0 0 7625 54.78 7625 0 7625 78 0 7625 54.78 0 0 0 0 0 0 0 0 0 0 232 0 0 0
7 7 7 7 7
'(2 Institutions 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(Foreign)
)
(
a Foreign Direct
) Investment 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
b Foreign Venture
) Capital Investors 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
c Sovereign Wealth
) Funds 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
( Foreign Portfolio 1098 1098 1098 1098 1098
d Investors 2031 2031 2031 2031 32. 2031 109820
) Category I 426 9 0 0 9 32.82 9 0 9 82 0 9 32.82 0 0 0 0 0 0 0 0 0 0 319 0 0 0
VANGUARD
EMERGING
MARKETS
STOCK INDEX
FUND, A SERIES
OF VANGUARD 4271 4271 4271 4271 1.2 4271 427119
INTERNATIONAL 1 192 0 0 192 1.28 192 0 192 8 0 192 1.28 0 0 0 0 0 0 0 0 0 0 2 0 0 0
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==> picture [340 x 20] intentionally omitted <==
----- Start of picture text -----
Coforge Limited Registered office: www.coforge.com
Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected]
Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
----- End of picture text -----
332
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==> picture [573 x 317] intentionally omitted <==
----- Start of picture text -----
EQUITY INDEX
FUNDS
EMPLOYEES
PROVIDENT
FUND BOARD -
INTERNALMANA 4785 4785 4785 4785 1.4 4785 478504
GED 1 1 041 0 0 041 1.43 041 0 041 3 0 041 1.43 0 0 0 0 0 0 0 0 0 0 1 0 0 0
VANGUARD
TOTAL
INTERNATIONAL
STOCK INDEX 4692 4692 4692 4692 4692 469296
FUND 1 962 0 0 962 1.4 962 0 962 1.4 0 962 1.4 0 0 0 0 0 0 0 0 0 0 2 0 0 0
GOVERNMENT
PENSION FUND 1093 1093 1093 1093 3.2 1093 109339
GLOBAL 1 3984 0 0 3984 3.27 3984 0 3984 7 0 3984 3.27 0 0 0 0 0 0 0 0 0 0 84 0 0 0
( Foreign Portfolio
e Investors 5083 5083 5083 5083 1.5 5083 508121
) Category II 52 491 0 0 491 1.52 491 0 491 2 0 491 1.52 0 0 0 0 0 0 0 0 0 0 1 0 0 0
Overseas
Depositories
(f (holding DRs)
) (balancing figure) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
g Any Other
) (specify) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
1149 1149 1149 1149 1149
34. 114901
Sub-Total (B)(2) 478 0381 0 0 0381 34.34 0381 0 0381 34 0 0381 34.34 0 0 0 0 0 0 0 0 0 0 530 0 0 0
0 0 0 0 0
' Central
( Government / 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
3 State
) Government(s)
( Central
a Government /
) President of India 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(
b State Government
) / Governor 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Shareholding by
Companies or
Bodies Corporate
( where Central /
c State Government
) is a promoter 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-Total (B)(3) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
'
( Non-Institutions 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
4
)
----- End of picture text -----
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
333
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==> picture [573 x 319] intentionally omitted <==
----- Start of picture text -----
( Associate
a companies /
) Subsidiaries 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Directors and
their relatives
(excluding
independent
( directors and
b nominee 5086 5086 5086 5086 0.1 5086
) directors) 2 60 0 0 60 0.15 60 0 60 5 0 60 0.15 0 0 0 0 0 0 0 0 0 0 508660 0 0 0
(
c Key Managerial 3761 3761 3761 3761 0.0 3761
) Personnel 1 5 0 0 5 0.01 5 0 5 1 0 5 0.01 0 0 0 0 0 0 0 0 0 0 37615 0 0 0
Relatives of
promoters (other
than immediate
relatives of
( promoters
d disclosed under
) Promoter & PGC) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Trusts where any
person belonging
to Promoter &
( PGC istrustee,
e beneficiary or
) author of the trust 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Investor
Education and
(f Protection Fund 6306 6306 6306 6306 0.1 6306
) (IEPF) 1 57 0 0 57 0.19 57 0 57 9 0 57 0.19 0 0 0 0 0 0 0 0 0 0 630657 0 0 0
Resident
Individuals
( holding nominal
g share capital up 20503 2415 2415 2415 2415 7.2 2415 237742
) to Rs. 2 lakhs 2 7299 0 0 7299 7.22 7299 0 7299 2 0 7299 7.22 0 0 0 0 0 0 0 0 0 0 84 0 0 0
Resident
Individuals
holding nominal
( share capital in
h excess of Rs. 2 2920 2920 2920 2920 0.8 2920 292020
) lakhs 1 206 0 0 206 0.86 206 0 206 6 0 206 0.86 0 0 0 0 0 0 0 0 0 0 6 0 0 0
(i Non Resident 3241 3241 3241 3241 0.9 3241 318169
) Indians (NRIs) 7554 498 0 0 498 0.93 498 0 498 3 0 498 0.93 0 0 0 0 0 0 0 0 0 0 8 0 0 0
(j 7178 7178 7178 7178 0.0 7178
) Foreign Nationals 4 0 0 0 0 0.01 0 0 0 1 0 0 0.01 0 0 0 0 0 0 0 0 0 0 71780 0 0 0
(
k Foreign
) Companies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(l 4144 4144 4144 4144 1.2 4144 413791
) Bodies Corporate 1471 973 0 0 973 1.24 973 0 973 4 0 973 1.24 0 0 0 0 0 0 0 0 0 0 3 0 0 0
----- End of picture text -----
==> picture [340 x 20] intentionally omitted <==
----- Start of picture text -----
Coforge Limited Registered office: www.coforge.com
Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected]
Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
----- End of picture text -----
334
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==> picture [573 x 219] intentionally omitted <==
----- Start of picture text -----
(
m Any Other 8996 8996 8996 8996 0.2 8996
) (specify) 3447 49 0 0 49 0.27 49 0 49 7 0 49 0.27 0 0 0 0 0 0 0 0 0 0 899649 0 0 0
i) Clearing 1411 1411 1411 1411 0.0 1411
Member 37 38 0 0 38 0.04 38 0 38 4 0 38 0.04 0 0 0 0 0 0 0 0 0 0 141138 0 0 0
iii) Overseas
corporate bodies 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
6989 6989 6989 6989 0.0 6989
iv) Trust 31 9 0 0 9 0.02 9 0 9 2 0 9 0.02 0 0 0 0 0 0 0 0 0 0 69899 0 0 0
v) Foreign
Portfolio
Investor(Individual
) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
vi) Unclaimed or
Suspense or
Escrow Account 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
5132 5132 5132 5132 0.1 5132
vii) Resident HUF 3224 53 0 0 53 0.15 53 0 53 5 0 53 0.15 0 0 0 0 0 0 0 0 0 0 513253 0 0 0
viii) Custodian 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
x) Employees /
Office Bearers 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
xi) Foreign Bank 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
xii) Qualified
Institutional Buyer 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
xiii) Limited
Liability 1753 1753 1753 1753 0.0 1753
Partnership (LLP) 155 59 0 0 59 0.05 59 0 59 5 0 59 0.05 0 0 0 0 0 0 0 0 0 0 175359 0 0 0
21751 3661 3661 3661 3661 10. 3661 361624
Sub-Total (B)(4) 3 2337 0 0 2337 10.88 2337 0 2337 88 0 2337 10.88 0 0 0 0 0 0 0 0 0 0 62 0 0 0
TOTAL Public
3347 3347 3347 3347 3347
Shareholding(B) 21811 9240 0 0 9240 100 9240 0 9240 100 0 9240 100 0 0 0 0 0 0 0 0 0 0 334339 0 0 0
= B(1) + B(2) + B(3) + B(4) 2 4 4 4 4 4 224
----- End of picture text -----
Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
335
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==> picture [573 x 328] intentionally omitted <==
----- Start of picture text -----
Summary Statement Holding of Specified Securities
Total Number
shareh of Total
olding, Shares Number
Total as a % pledged of
No of assum Number or Non Shares
share ing full of otherwi Disposa encumb
Number of Voting No. of s on conver Locked se l Other ered
Rights held in each Share fully sion of in encumb Underta encumbr (XVII) =
No. Tot Share class of securities s dilute conver shares ered king ances, if (XIV+XV Sub-categorization
of No. al holdin (IX) Under d tible (XIII)) (XIV) (XV) any(XVI) +XVI) of shares (XIX)
full of no g as a lying basis securit
y Par s. % of No of Voting Outst (inclu ies (as Shareholding (No.
pai tly No. sh total Rights andin ding a of shares) under
d pai of are no. of g warra percen
up d- share s shares conve nts, tage of As As
eq up s hel (calcul rtible ESOP diluted a % a % As As
uit eq unde d ated securi , share of of a % As a % Numbe
y uit rlyin as per Tot ties Conv capital tot tot of a % of r of
sh y g (VII SCRR, al (inclu ertibl ) (XII) al al tot of tot equity
P Nos. are sh Depo ) = 1957) as a ding e = Sh Sh al tota al shares Sub
A of s are sitor (IV) As a % Cl Cl % Warra Secur (VII)+( are are sha l sha held in Sub Sub -
N share hel s y + of as as of nts, ities X) as a N s N s N res sha N res demate - - cate
Category of holder d hel Recei (V) (A+B+ s s (A+ ESOP etc.) % of o hel o hel o hel N res o hel rialized cate cate gor
shareholder (II s d pts + C2) eg eg To B+C etc.)(X (XI)=( A+B+C . d . d . d(b o. hel . d(b form gor gor y
(I) ) (III) (IV) (V) (VI) (VI) (VIII) : X : Y tal ) ) VII+X) 2 a (b) a (b) a ) a d(b) a ) (XVIII) y (i) y (ii) (iii)
'
( Custodian/DR
1 Holder
)
( Name of DR
a Holder (if
) available) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-Total
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(C)(1)
Employee
Benefit Trust
(under SEBI
(Share based
' Employee
( Benefit)
2 Regulations
) 2014) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Sub-Total
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
(C)(2)
Total Non-
Promoter-
Non Public 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Shareholding
(C)=
(C)(1)+(C)(2)
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Coforge Limited Registered office: www.coforge.com
Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected]
Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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SHAREHOLDING PATTERN
POST MERGER SHAREHOLDING PATTERN AS ON OCTOBER 24, 2025
COFORGE
1 Name of Listed Entity: LIMITED
2 Scrip Code/Name of Scrip/Class of Security Equity
3 Share Holding Pattern Filed under: Reg. 31(1)(a)/Reg. 31(1)(b)/Reg.31(1)(c ) Reg.31(1)(b )
a. If under 31(1)(b) then indicate the report for Quarter ending
b. If under 31(1)(c) then indicate date of allotment/extinguishment
Declaration: The Listed entity is required to submit the following declaration to the extent of submission of
4 information:-
Particulars Yes No
1 Whether the Listed Entity has issued any partly paid up shares? No
2 Whether the Listed Entity has issued any Convertible Securities or Warrants? No
3 Whether the Listed Entity has any shares against which depository receipts are issued? No
4 Whether the Listed Entity has any shares in locked-in? No
5 Whether any shares held by promoters are pledge or otherwise encumbered? No
6 Whether the listed entity has any significant beneficial owner? No
5 The tabular format for disclosure of holding of specified securities is as follows:-
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Annexure B
Table VI-Statement Showing foreign Ownership limits
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Benpos Date Board approved limits Limits Utilized
As on shareholding date 24-10-2025 100 35.07
As on the end of previous 1st quarter 30-09-2025 100 35.02
As on the end of previous 2nd quarter 30-06-2025 100 37.98
As on the end of previous 3rd quarter 31-03-2025 100 41.14
As on the end of previous 4th quarter 31-12-2024 100 43.51
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Note to company :- Where ever Dates and limits not shown in above table (i.e Appearing as Blank cells but not zeros), It indicates that Either Company has not provided the Foreign Ownership data to R.T.A till now / This sheet is not applicable to the company as informed by company earlier
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Coforge Limited Registered office: www.coforge.com Special Economic Zone, Plot No. TZ-2& 2A Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, [email protected] Sector - Tech Zone, Greater Noida (UP) - 201308, India Palam Road, Gurugram - 122015, Haryana, India
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Annexure - 14A
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Annexure M2
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Manager – Listing Compliance National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra – Kurla Complex, Bandra (East), Mumbai – 400 051 Symbol: CIGNITITEC
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Annexure M8
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Scheme of Amalgamation – Cigniti Technologies Limited with and into Coforge Limited
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EXISTING STRUCTURE OF TRANSFEROR AND TRANSFEREE COMPANY
TRANSFEREE COMPANY TRANSFEROR COMPANY
Public Public PromotersOther (Promoters)Coforge
100%
44.68% 0.86% 54.46%
Coforge
Cigniti
PROPOSED MECHANISM IN SCHEME OF AMALGAMATION AND RESULTING STRUCTURE
2 Share issuance by Coforge to shareholders otherthan Coforge itself
Public PromotersOther (Promoters)Coforge (Coforge)Public (Cigniti)Public (as Public shareholders)Promoters of Cigniti
96.41% 3.52% 0.07%
44.68% 0.86% 54.46%
1
Cigniti Cigniti intoMerger ofCoforge Coforge To form part of Public 403
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Background of Cigniti Technologies Limited (Transferor Company)
Transferor Company was incorporated under the name Chakkilam Infotech Private Limited and under the provisions of the Companies Act, 1956 (hereinafter referred to as “1956 Act”) on September 03, 1998, as a private company limited by shares. Subsequently, the Transferor Company was converted into public limited company vide fresh certificate of incorporation dated January 31, 2000. The name of the Transferor Company was changed from Chakkilam Infotech Limited to Cigniti Technologies Limited vide fresh certificate of incorporation dated October 19, 2011.
The Transferor Company is engaged in the business of providing digital assurance and engineering (software testing) services across the world helping in predicting and preventing unanticipated failures, leveraging AI-driven, proprietary Continuous Testing & Test Automation solutions, which are platform and tool agnostic, thereby optimizing engagement for customer experience.
The registered office of the Transferor Company is presently located at Suit No.106 & 107, 6-3-456/C, Mgr Estates Dwarakapuri– 500082, India. The Transferor CompanyColonyhas appliedPanjagutta, Hyderabad, Telanganafor change of its registered office from state of Telangana to state of Haryana. The concerned Regional Director has already approved the shifting and the procedural formalities for shifting of the registered office are expected to be completed shortly. The present corporate identity number of the Transferor Company is L72200TG1998PLC030081.
The equity shares of the Transferor Company are listed on BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE).
Background of Coforge Limited (Transferee Company)
The Transferee Company was incorporated under the name of NIIT Investment Private Limited under the provisions of the Companies Act, 1956, on May 13, 1992, as a private company limited by shares. Subsequently, it was converted to public limited company vide fresh certificate of incorporation dated January 15, 2004. Then, the name of the Transferee Company was changed from NIIT Investment Limited to NIIT Technologies Limited pursuant to fresh certificate of incorporation dated May 14, 2004. Lastly, the name of Transferee Company was changed from NIIT Technologies Limited to its present name i.e. Coforge Limited with effect from August 03, 2020.
The Transferee Company is engaged in delivering services around the world directly and through its network of subsidiaries and overseas branches. The Transferee Company is rendering information technology/ information technology enabled services across geographies viz. America, Europe, Middle East and Africa, India and Asia Pacific and is engaged in application development & maintenance, managed services, cloud computing and business process outsourcing to organizations in a number of sectors viz. financial services, insurance, travel, transportation & logistics, manufacturing & distribution and government.
The registered office of the Transferee Company is presently located at 8, Balaji Estate,– 110019,ThirdIndia.Floor,TheGuru RaviTransfereeDasCompanyMarg, Kalkaji, New Delhi, South Delhi,has applied for change of its New Delhiregistered office from National Capital Territory of Delhi to state of Haryana. The concerned Regional Director has already approved the shifting and the procedural formalities for shifting of the registered office are expected to be completed shortly. The present corporate identity number of the Transferee Company is L72100DL1992PLC048753.
The equity shares of the Transferee Company are listed on BSE and NSE. 404
Rationale of the Scheme
Empowering Digital Transformation: The Amalgamation will create synergized capabilities between the businesses of the Companies and create synergized capabilities to offer a strategic advantage in the global arena of AI led assurance and digital engineering IT solutions.
Accelerate entity will create Growth: 3 (three)With priornewacquisitionsscaled upandverticalsthe Amalgamation,Retail, Technologythe combinedand Healthcare. The Amalgamation will help the Transferee Company realize its objective of scaling up its presence across South-West, Mid-West and Western US markets.
Efficiency in customer approach: The combined entity i.e. the Transferee Company will have a broader portfolio of services targeted at a wider array of customers spread across various locations – India and overseas.
Operational integration: The Amalgamation will provide an opportunity for reduction of operational costs through pooling of orders and improved sales. Further, culture of sharing of best practices, cross-functional learnings, will be fostered which will promote greater systemic efficiency.
- Simplified structure and efficiency: Simplification and streamlining of the corporate structure by reducing the number of legal entities, thereby eliminating corporate redundancies, such as duplication of administrative work, duplicate work streams related to corporate governance, reduction of multiplicity of legal and regulatory compliances, and associated costs thereof.
Efficiency in working capital and cash flow management: Greater efficiency in management of cash balances presently available with the Companies and access to cash flows generated by the combined business.
Appointed Date of the Scheme
The Appointed Date has been defined as under:
“Appointed Date” means for the purpose of this Scheme and for Income Tax Act, April 01, 2025 or such other date as may be approved by the Tribunal (as defined hereinafter)
Effective Date of the Scheme
While the Clause 6 of Section 232 of the Companies Act provides that the Scheme shall be deemed to be effective from the Appointed Date. The Effective Date has been defined as when the conditions specified in Clause 28 of the Scheme are complied. Also, the Transferor Companies shall stand dissolved from the Effective Date.
Record Date of the Scheme
The Record date has been defined as under:
“Record Date" means the date to be fixed by the Board of Directors of the Transferee Company for the purpose of determining the names of the shareholders of the Transferor Company, as applicable, who shall be allotted New Equity Shares of the Transferee Company”
Consideration and cancellation of shares of the Transferor Company
“1 (One) equity share of the Transferee Company of INR 10/- (Rupees Ten) each fully paid up for every 5 (Five) equity shares of Transferor Company of INR 10/(Rupees ten) each fully paid up”
No equity shares shall be issued by the Transferee Company in respect of the shares
held by the Transferee Company in the Transferor Company and all such shares ~~shall stand cancelled upon the Scheme becoming effective.~~
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STEPS INVOLVED IN AMALGAMATION Pre and Post Scheme Net Worth of the Companies:
Coforge Limited (INR Millions)
Particulars Pre-Scheme [1] Post-Scheme
Equity 667 706
Merger of Cigniti into Coforge Other Equity 55,291 60,477
Net Worth 56,222 61,446
Cigniti Technologies Limited (INR Millions)
Particulars Pre-Scheme [1] Post-Scheme
Cancellation of Shares held by the Coforge inCigniti Equity 273 NA
Other Equity 5,186 NA
Net Worth 5,459 NA
1Standalone audited financial statements as on Sep 30, 2024
Share issuance by Coforge in the exchange ratio of
1:5 to shareholders other than Coforge
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| Coforge Limited (INR Millions) | Coforge Limited (INR Millions) | |||
|---|---|---|---|---|
| Particulars | Pre-Scheme1 | Post-Scheme | ||
| Equity | 667 | 706 | ||
| Other Equity | 55,291 | 60,477 | ||
| Net Worth | 56,222 | 61,446 | ||
| Cigniti Technologies Limited (INR Millions) | ||||
| Particulars Equity |
Pre-Scheme1 | 273 | Post-Scheme NA |
|
| Other Equity | 5,186 | NA | ||
| Net Worth | 5,459 | NA | ||
| 1Standalone audited financial statements as on Sep 30, | 2024 | |||
| 406 |
| Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format | Shareholding details of shareholders of Cigniti Technologies Limited in the prescribed format |
|---|---|---|---|---|---|---|---|---|
| Particulars | Pre-Shareholding | Consideration as per the scheme | Post Shareholding | |||||
| Transferor Company | Allotted Pursuant to Scheme1 |
Cancelled Pursuant to Scheme |
Transferee Company | |||||
| No. of Shares | % | No. of Shares | % | No. of Shares % |
No. of Shares | % | ||
| Promoters | ||||||||
| Venkata Subramanyam Chakkilam | 50,925 | 0. | 19 10,185 |
0.01 | 0.00 | 0.00 | 10,185 | 0.01 |
| Chakkilam Rajeswari | 50,924 | 0. | 19 10,185 |
0.01 | 0.00 | 0.00 | 10,185 | 0.01 |
| Chakkilam Srikanth | 50,925 | 0. | 19 10,185 |
0.01 | 0.00 | 0.00 | 10,185 | 0.01 |
| Pennam Sapna | 82,072 | 0. | 30 16,414 |
0.02 | 0.00 | 0.00 | 16,414 | 0.02 |
| Coforge Limited | 1,48,75,357 | 54. | 46 0.00 |
0.00 | 1,48,75,357 | 54.46 | 0.00 | 0.00 |
| Pennam Sudhakar | 1,127 | 0. | 00 225 |
0.00 | 0.00 | 0.00 | 225 | 0.00 |
| Public Shareholders | 1,22,04,379 | 44. | 68 24,40,876 |
3.52 | 0.00 | 0.00 | 24,40,876 | 3.52 |
| Total | 2,73,15,709 | 100 | % 24,88,070 |
3.59 | 1,48,75,357 | 54.46 | 24,88,070 | 3.59 |
| Notes | ||||||||
| 1. Shareholding of Promoters in Transferor * Share Entitlement Ratio | ||||||||
| 2. Details of addition of promoters in the Transferee Company/Resultant Company Post Sanction of Scheme. | NA |
|||||||
| 3. Details of reclassification of existing promoters to public in the Transferee Company/Resultant Company Post sanction of scheme in compliance with SEBI LODR Regulations, 2015. |
NA~~4~~ |
NA ~~40~~ 7
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Registered Office: Plot No. 13, Udyog Vihar, Phase-IV, Sector-18, Palam Road, Gurugram - 122015, Haryana, India E-mail: [email protected] | Tel: 0124-4627837 Website: https://www.coforge.com | CIN: L72100HR1992PLC128382
COFORGE LIMITED
November 03, 2025
DIPD-Client ID/Folio No.: _____
Dear Shareholder,
Subject: Web link and QR code of the Notice of the Meeting of Equity Shareholders of Coforge Limited convened as per directions of the National Company Law Tribunal, Chandigarh Bench
We are pleased to inform you that the meeting of the Equity Shareholders of Coforge Limited (“Transferee Company” or “Company”) as per the directions of the National Company Law Tribunal, Chandigarh Bench is scheduled to be held on Saturday, December 06, 2025 at 10:30 A.M. (IST) through Video Conference (VC) / Other Audio-Visual Means (OAVM), in compliance with the various circulars issued by MCA and SEBI from time to time, to consider, and if thought fit, to approve, the proposed Scheme of Amalgamation between Cigniti Technologies Limited (“Transferor Company”) and Company and their respective shareholders and creditors, pursuant to the provisions of Sections 230 to 232 of the Companies Act, 2013 ("Act") ("Scheme").
The Notice of the meeting is being sent by electronic mode to Equity Shareholders whose e-mail ids are registered with the Company / Registrar & Share Transfer Agent (RTA) or the Depository Participants (DPs).
We wish to inform you that on scrutiny of the shareholder database, we find that your e-mail address is not registered against your demat account / folio number. On account of this, we are unable to send the Notice electronically to you. Hence, this letter is being sent to you to provide the web-link and QR code of the Notice of the meeting, along with explanatory statement, instructions for voting and joining meeting which is given below.
Access the Notice here: https://www.coforge.com/hubfs/Meeting-of-Shareholder-Dec-2025.pdf
Path to access the Notice on website of the Company: Investors – Statutory Disclosures – Other Disclosures
QR Code:
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Additionally, Notice of the meeting of the Equity Shareholders is also available on the website of the Company at www.coforge.com, on the website of the Stock Exchanges, i.e., BSE Limited ("BSE") at www.bseindia.com and the National Stock Exchange of India Limited ("NSE") viz. www.nseindia.com, the website of NSDL at https://www.evoting.nsdl.com.
Please note that as an Equity Shareholder, you are always entitled to receive, on request, a physical copy of the Notice, free of cost.
Thanking you,
For and on behalf of Coforge Limited
Sd/-
Barkha Sharma Company Secretary and Compliance Officer Membership No. A24060