DIGISPICE TECHNOLOGIES LIMITED — AGM Information 2020

Dec 16, 2020

Date: December 16, 2020

==> picture [132 x 34] intentionally omitted <==

BSE Limited

Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Scrip Code: 517214

National Stock Exchange of India Limited

Exchange Plaza, Plot No. C/1, G Block Bandra – Kurla Complex, Bandra (E) Mumbai – 400 051 Scrip Code: DIGISPICE

Sub.: Proceedings of the 32[nd] Annual General Meeting of the Company

Dear Sir/Madam,

This is in continuation of our earlier letter dated October 29, 2020 regarding convening of 32[nd] Annual General Meeting of the Company on 15[th] December, 2020 through Video Conferencing (VC) or Other Audio-Visual Means (OAVM) in compliance with Circular No. 20/2020 dated May 5, 2020 read with Circular No. 14/2020 dated April 8, 2020 and Circular No. 17/2020 dated April 13, 2020 issued by the Ministry of Corporate Affairs and SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020. As required under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached herewith the Summary of the proceedings of the 32[nd] Annual General Meeting of the Company held on 15[th] December, 2020 (“Annexure – I”).

After receipt of the Scrutinizer Report, voting results and other details in the prescribed Format as required under the Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 will be sent separately.

You are requested to kindly take the above on record and oblige.

Thanking you.

Yours faithfully, For DiGiSPICE Technologies Limited (formerly Spice Mobility Limited)

Sd/-

M.R. Bothra Vice President – Corporate Affairs & Company Secretary Ph. No. 0120 – 5029101

Encl: a/a

Note: In view of the Guidelines issued by the stock exchanges for submission of the documents in the wake of CoVID-19 virus pandemic, this document is being submitted without signature of the aforesaid signatory i.e. with Sd/-.

DiGiSPICE Technologies Limited (Formerly Spice Mobility Ltd.) CIN - L72900DL1986PLC330369

Regd. Office: 622, 6[th] Floor, DLF Tower A, Jasola District Centre, New Delhi 110025, Tel: +91 11 41251965 Corp. Office: Spice Global Knowledge Park, 19A & 19B, Sector-125, Noida- 201301, Uttar Pradesh, India - Tel: +91 120 3355131 Email ID: Complianceofficer@smobility.in I Website: www.digispice.com

Annexure – I

==> picture [132 x 34] intentionally omitted <==

Summary of the Proceedings of the 32[nd] Annual General Meeting of the Company held on 15[th] December, 2020.

The 32[nd] Annual General Meeting (AGM) of the Company was held on Tuesday, the 15[th] December, 2020 at 11:10 A.M. through Video Conferencing (VC) or Other Audio-Visual Means (OAVM) in compliance with Circular No. 20/2020 dated May 5, 2020 read with Circular No. 14/2020 dated April 8, 2020 and Circular No. 17/2020 dated April 13, 2020 issued by the Ministry of Corporate Affairs and SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020.

Mr. M. R. Bothra, Vice President – Corporate Affairs & Company Secretary, welcomed the members and other attendees at the 32[nd] AGM conducted digitally through VC. Mr. Bothra informed the members that all the Directors are present in the meeting and introduced the Directors to the members attending the meeting. The meeting was also attended by the representatives of the Statutory Auditors and Secretarial Auditors. Mr. Bothra thereafter requested Mr. Dilip Modi, Chairman to take the Chair and initiate the proceedings of the AGM.

Mr. Dilip Modi, Chairman, took the Chair and welcomed the shareholders attending the AGM and informed that in view of wide spread Pandemic, the meeting is being held virtually instead of physical presence of the shareholders. He, after ascertaining the requisite quorum being present, called the meeting to order.

Mr. Modi, briefed the members about the performance of various businesses of the Company. Mr. Modi made a presentation on the business of the Company and its subsidiary company, Spice Money Limited. He informed the members that there have been major shifts in the Indian Rural Ecosystem, with the migrants going back to their villages resulting in acceleration in the use of Digital platform in rural India and this has led to the India’s Digital Revolution. He also shared with the members attending the AGM about the appointment of Mr. Sonu Sood, an Indian film actor as its Brand Ambassador by Spice Money Limited, for promoting its spice money business across rural India. Mr. Modi confirmed the members that all efforts have been made by the Company to enable members to electronically participate in the meeting, by providing adequate video-conferencing facility, and have provided the necessary facility of remote e-voting/e-voting during the meeting to the members to cast vote electronically.

Mr. Bothra informed the members attending the meeting through National Securities Depository Limited (NSDL) e-Voting system that the Company had provided the electronic voting facility to its members for transacting all the businesses as stated in the Notice through remote e-voting services provided by NSDL. The members were further informed that the facility for voting through e-voting is also available during the meeting and all the shareholders who are attending the meeting and have not voted yet and are not barred from voting can cast their vote through e-voting facility. The members were further informed that

DiGiSPICE Technologies Limited (Formerly Spice Mobility Ltd.) CIN - L72900DL1986PLC330369 Regd. Office: 622, 6[th] Floor, DLF Tower A, Jasola District Centre, New Delhi 110025, Tel: +91 11 41251965 Corp. Office: Spice Global Knowledge Park, 19A & 19B, Sector-125, Noida- 201301, Uttar Pradesh, India - Tel: +91 120 3355131 Email ID: Complianceofficer@smobility.in I Website: www.digispice.com

==> picture [132 x 34] intentionally omitted <==

the e-voting facility shall be kept open after 15 minutes of the closure of the meeting for the members who have attended the meeting.

The following items of business as included in the notice convening the said Annual General Meeting were transacted and approved:

1. Adoption of:

2. a) Standalone Audited Financial Statements for the year ended 31[st] March, 2020 along with the Board of Directors’ and Auditors’ Report thereon.

3. b) Consolidated Audited Financial Statements of the Company for the year ended 31[st] March, 2020 along with Auditors’ Report thereon.

4. Re-appointment of Mr. Dilip Modi (DIN: 00029062), Director retiring by rotation.

5. Appointment of Mr. Mayank Jain (DIN: 00251609) as an Independent Director of the Company.

6. Re-appointment of Mr. Suman Ghose Hazra (DIN: 00012223) as an Independent Director of the Company.

7. Appointment of Mr. Rohit Ahuja (DIN: 00065417) as an Executive Director of the Company.

8. Approval for appointment and payment of remuneration to Ms. Preeti Das (DIN: 05271289) past Executive Director and Chief Executive Officer of the Company.

9. Approval of the remuneration paid to Mr. Shrenik Mahendra Khasgiwala (DIN: 08136159), Non-Executive Non-Independent Director.

10. Approval for making contribution to Charitable Funds.

The objective and implications of each of the business items contained in the Notice convening the 32[nd] AGM of the Company was briefed in the meeting. Queries made by the shareholders were replied satisfactorily.

Mr. Bothra informed the members that the consolidated results of remote e-voting and e- voting at the 32[nd] AGM would be announced within 48 hours of the conclusion of the meeting.

---

DiGiSPICE Technologies Limited (Formerly Spice Mobility Ltd.) CIN - L72900DL1986PLC330369

Regd. Office: 622, 6[th] Floor, DLF Tower A, Jasola District Centre, New Delhi 110025, Tel: +91 11 41251965 Corp. Office: Spice Global Knowledge Park, 19A & 19B, Sector-125, Noida- 201301, Uttar Pradesh, India - Tel: +91 120 3355131 Email ID: Complianceofficer@smobility.in I Website: www.digispice.com