HCL Infosystems Ltd — AGM Information 2018

Sep 27, 2018

27[th] September, 2018

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To,

The Assistant Vice President, The Secretary, National Stock Exchange of India Limited, BSE Limited , P.J.Tower “Exchange plaza” Dalal Street Bandra-Kurla Complex, Fort Bandra (East) Mumbai-400001 Mumbai-400051

Sub: Proceedings of the 32[nd] Annual General Meeting of HCL Infosystems Limited (the Company) held on 27[th] September, 2018.

Symbol: NSE : HCL-INSYS BSE (For Physical Form): 179 BSE (For Demat Form): 500179

Dear Sirs,

Pursuant to the Regulation 30 read with Para A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) as amended from time to time, please find enclosed the details of the proceedings of the 32[nd] Annual General Meeting of the Company held on 27[th] September, 2018 at 10:00 A.M. at Kamani Auditorium, 1, Copernicus Marg, New Delhi – 110001.

You are requested to please take the aforesaid on your record.

Yours Faithfully,

For HCL Infosystems Limited

Sushil Digitally signed by Sushil Kumar Jain DN: cn=Sushil Kumar Jain, o=HCL Infosystems Limited, ou, email=sushiljain@hcl.com, c=US Kumar Jain Date: 2018.09.27 16:18:27 +05'30'

Sushil Kumar Jain Company Secretary & Compliance Officer

Encl: As Above

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Proceedings of the 32[nd] Annual General Meeting of HCL Infosystems Limited held on 27[th] September, 2018

The 32[nd] Annual General Meeting (the AGM) of the Members of HCL Infosystems Limited (the Company) was held on Thursday, 27[th] September, 2018 at 10:00 A.M. at Kamani Auditorium, 1, Copernicus Marg, New Delhi – 110001 and concluded at 10:44 A.M.

Dr. Nikhil Sinha, Chairman of the Board chaired the proceedings of the AGM.

Total 140 Members holding 207157787 Shares attended the meeting as per the records of attendance.

The Chairman informed the Members that pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015, the Company had extended the remote e-voting facility to the Members of the Company in respect of the businesses mentioned in the Notice of the Meeting. The remote e-voting commenced at 9:00 A.M. on Monday, 24[th] September, 2018 and ended at 5:00 P.M. on Wednesday, 26[th] September, 2018. Mr. Vineet K Chaudhary, partner of M/s VKC & Associates, Company Secretary in whole-time practice was appointed as scrutinizer by the Board for scrutinizing the remote e-voting process and the poll process at the Meeting.

The Chairman further informed the Members that the Company has arranged for a poll on all the 5 (Five) resolutions mentioned in the Notice of the Meeting. Thereafter, the Chairman ordered for the poll to be taken at the meeting and requested Mr. Vineet K Chaudhary, the Scrutinizer for an orderly conduct of the voting. The Chairman announced that the combined result of e-voting and the poll at the Meeting venue will be uploaded on the website of the Company.

The resolutions passed by the Members, briefly related to:

Ordinary Business:

1. Adoption of the audited standalone and consolidated financial statements of the Company for the financial year ended 31st March, 2018, including the audited Balance Sheet as at 31st March, 2018, the Statement of Profit and Loss for the year ended on that date and the Reports of the Board of Directors and Auditors thereon (Ordinary Resolution) .

Special Businesses:

1. Approval for not appointing any Director in place of Mr. V. N. Koura (DIN - 00010210), a Director liable to retire by rotation, who does not offer himself for re-appointment (Ordinary Resolution).

2. Approval for appointment of Mr. Rangarajan Raghavan (DIN 07932761) as Director of the Company (Ordinary Resolutions) .

3. Approval for appointment of Mr. Rangarajan Raghavan (DIN 07932761) as Managing Director of the Company (Ordinary Resolutions).

4. Approval for the Remuneration to be paid to Mr. Rangarajan Raghavan (DIN 07932761), Managing Director of the Company (Special Resolutions).

There being no other business, the Chairman announced the formal closure of the 32[nd] Annual General Meeting of the Company by giving vote of thanks to the members for extending their support to carry out the AGM.

The poll results shall be notified to the Stock Exchange(s) in the format prescribed under Regulation 44 of the Listing Regulations and the details of the said results shall also be uploaded on the website of the Company and the website of NSE, BSE, NSDL & CDSL.

For HCL Infosystems Limited

Sushil Kumar Jain Digitally signed by Sushil Kumar Jain DN: cn=Sushil Kumar Jain, o=HCL Infosystems Limited, ou, email=sushiljain@hcl.com, c=US Date: 2018.09.27 16:19:30 +05'30' Sushil Kumar Jain Company Secretary & Compliance Officer

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