Cyient Limited — AGM Information 2019

Jun 7, 2019

•

CYll:NT

7 June 2019

BSE Limited PJ Towers 25th Floor, Dalal Street Mumbai - 400 001 Scrip Code: 532175

The National Stock Exchange of India Ltd Exchange Plaza, Bandra-Kurla Complex Sandra ( E ), Mumbai-400 051 Scrip Code: CYIENT

Dear Sir/ Madam,

Sub.: Proceedings of 28[th ] Annual General Meeting and disclosures under SEBI (LODR) Regulations

Summary of proceedings as required under Regulation 30 read with Part-A of Schedule-Ill of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is as follows:

The 28[th ] Annual General Meeting (AGM) of the shareholders of the company was held at 1500 hours on Thursday, 6 June 2019 at L&D Centre (Company's Campus), Plot No. 2, IT Park, Manikonda, Hyderabad - 500 032, Telangana. Mr. B.V.R. Mohan Reddy, chaired the meeting and conducted its proceedings. The requisite quorum being present, he called the meeting to order.

No. of Shareholders present in the meeting either in person or through proxy:

S.no123		Manner of attendanceIn personBy ProxyTotal	Promoters/ Promoters' Group527	Public399188587

Mr. Krishna Bodanapu, Managing Director & CEO, Mr. M.M. Murugappan, Non-Executive Director, Mr. Vivek Gour, Independent Director and Ms. Matangi Gowrishankar, Independent Director attended the meeting. Mr. Ganesh Balakrishnan, Partner, Mr. C.Manish Muralidhar, Partner, Deloitte Haskins & Sells, Chartered Accountants (statutory auditors) and Mr. S Chidambaram (Secretarial Auditor) were present at the meeting.

Mr. Som Mittal, Amb. Vinai Thummalapally, Mr.Vikas Sehgal, Independent Directors and Mr.Alain De Taeye, Non-Executive Director, could not attend the Annual General Meeting due to other commitments, but had conveyed their best wishes on the occasion of the AGM. Further, Mr.K Ramachandran, Mr. John Paterson and Ms.Andrea Bierce completed their respective terms as Independent Directors on the Board of our company at this 28[th ] AGM.

The notice convening the meeting and the report of the statutory auditors were taken to be read, with the permission of the members present.

Mr. B.V.R. Mohan Reddy addressed the shareholders and briefed them about the performance and achievements of the Company during the financial year 2018-19.

He took note of the suggestions given by the shareholders and provided responses to the queries raised by them.

Cyientltd.

4[., ] Floor, A Wing, 11 Software CIN:L72200TG1991PLC013134 Units Layout, Madhapur www.cyient.com Hyderabad - 500 081 Company.Secretary®cyient.com India T +91406764 1000 F +9140 2311 0352

==> picture [67 x 62] intentionally omitted <==

Formerly tnfotech EntNpri!je� Lun1ted

•

•

•

CYI ENT

The Chairman informed that the Company had provided the shareholders the facility to cast their votes electronically, on all resolutions set forth in the notice convening the AGM. Shareholders who were present at the AGM and had not cast their votes electronically were provided the opportunity to cast their votes at the end of the meeting by means of ballot. It was further informed that there would be no voting by show of hands.

All the below items of business, as set out in the Notice of AGM dated 25 April 2019, were transacted at the meeting:

1. To receive, consider and adopt, the audited standalone and consolidated financial statements of the Company for the financial year ended 31 March 2019 together with the reports of the board of directors and auditors thereon.

2. To confirm the interim dividend and declare final dividend on equity shares for the financial year 201819.

3. To appoint a Director in place of Mr. M.M. Murugappan (DIN: 00170478) who retires by rotation and offers himself for re-appointment.

4. To appoint M/s. S.R. Batliboi & Associates LLP, Chartered Accountants (Firm registration no. 101049W/E300004), as statutory auditors from the conclusion of this Annual General Meeting till the conclusion of the 33rd Annual General Meeting to be held in the year 2024.

5. To appoint Mr.Vikas Sehgal (DIN: 05218876) as an Independent Director from 17.10.2018 to 16.10.2021.

6. To appoint Ms. Matangi Gowrishankar (DIN: 01518137) as an Independent Director from 25.04.2019 to 24.04.2022.

7. To appoint Mr. Vivek Gour (DIN: 00254383) as an Independent Director from 25.04.2019 to 24.04.2022

8. To appoint Mr.Som Mittal (DIN: 00074842) as an Independent Director from 06.06.2019 to 06.02.2022.

9. To appoint Mr.B.V.R.Mohan Reddy (DIN: 00058215} as an Executive Chairman from 25.04.2019 to 31.03.2020.

10. To appoint Mr. Krishna Bodanapu (DIN: 05301037) as Managing Director & Chief Executive Officer for a period of 5 years with effect from 25.04.2019.

11. To appoint Mr. B. Ashok Reddy to hold office or place of profit under the company with designation President-Global Corporate Affairs & Infrastructure for a period from 01.04.2019 till 30.06.2020.

The Board of Directors had appointed Mr. S. Chidambaram, Practising Company Secretary, as the scrutineer to supervise the e-voting and ballot voting process.

The Company secretary then proposed a vote of thanks. The meeting ended at 16.45 hours.

CyientLtd.

4" Floor, A Wing, 11 So�ware Units Layout, Madhapur Hyderabad - 500 081 India

CIN: L72200TG1991PLC013 134 www.cyient.com Company.Secretary®cyient.com T +9140 67641000 F +91 40 2311 0352

==> picture [63 x 59] intentionally omitted <==

F' ormeriy Info-tech £nterpn�e5 L1rn1tcd

•

•

•

CYI l!NT

Voting results as required under Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations shall be submitted separately.

This is for your information and records.

Thanking you, For Cyient Limited q "" Company Secretary , ., (1JDn 21ffi o}� Sudheendhra Putty

Cyientltd. 4m Floor, A Wing, 11 Software Units Layout, Madhapur Hyderabad - 500 081 India

CIN: L72200TG 1991 PLC013134 www.cyient.com Company.Secretary®cyient.com T +9140 6764 1000 F+914023110352

Formerly lnfolach E.nlc.rpr1su Limited