Hexaware Technologies Ltd. — AGM Information 2025

Apr 30, 2025

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HEXT/SE/2025/48

April 30, 2025

The Manager The General Manager Listing Department Department of Corporate Services National Stock Exchange of India Limited BSE Limited Exchange Plaza, Bandra-Kurla Complex, Phiroze Jeejeebhoy Towers, Bandra (East), Mumbai - 400 051 Dalal Street, Mumbai - 400 001 Symbol: HEXT Scrip Code:544362 Dear Sir / Madam,

Subject: Summary of Proceedings of the 32[nd] Annual General Meeting (‘AGM’) of the Hexaware Technologies Limited (“the Company”)

The 32[nd] Annual General Meeting of the Company was held on Wednesday, April 30, 2025, from 09:00 AM (IST) to 10:28 PM (IST). The AGM was conducted through Video Conferencing (‘VC’) / Other AudioVisual Means (‘OAVM') to transact the business as stated in the Notice dated April 4, 2025, convening the said AGM.

In this regard, we are enclosing herewith the Summary of proceedings of the AGM of the Company as required under Regulation 30 read with part A of Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI LODR’).

The same is also being made available on the website of the Company at https://hexaware.com/investor-relations/.

This is for your information and records.

For Hexaware Technologies Limited

GUNJAN Digitally signed by GUNJAN SUMIT METHI SUMIT METHI Date: 2025.04.30 18:24:36 +05'30'

Gunjan Methi Company Secretary & Compliance Officer

HEXAWARE TECHNOLOGIES LIMITED

Regd. Office: Bldg. No. 152, Millennium Business Park, Sector – III, ‘A’ Block, TTC Industrial Area, Mahape, Navi Mumbai - 400 710 (INDIA) | Tel: +91 022 3326 8585 | Email: investori@hexaware.com CIN: L72900MH1992PLC069662 | URL: www.hexaware.com

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SUMMARY OF THE PROCEEDINGS OF THE 32[ND] ANNUAL GENERAL MEETING OF HEXAWARE TECHNOLOGIES LIMITED

(A) Date, Time and Venue of the Annual General Meeting:

The Thirty Second (32[nd] ) Annual General Meeting (“AGM”) of the Company was held on Wednesday, April 30, 2025, through Video Conferencing (‘VC’) / Other Audio-Visual Means (‘OAVM') in accordance with the applicable provisions of Companies Act, 2013 read with the Rules issued thereunder and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Circulars issued by Ministry of Corporate Affairs and the Securities and Exchange Board of India.

The Meeting commenced at 09:00 AM (IST) and concluded at 10:28 AM (IST).

(B) Proceedings in brief:

• Mr. Joseph McLaren Quinlan, Non-Executive, Independent Director, chaired the Meeting.

• Except Mr. Neeraj Bharadwaj, Mr. Julius Michael Genachowski, Mr. Kapil Modi, Ms. Lucia Soares, Ms. Sandra Joy Horbach, Mr. Shawn Devilla and Mr. Vivek Sharma, Directors of the Company, who could not attend this Annual General Meeting, all the other Directors i.e Mr. Joseph Quinlan, Mr. Srikrishna Ramakarthikeyan, Mr. Milind Sarwate and Ms. Sukanya Kripalu, Mr. Vikash Kumar Jain, Chief Financial Officer, Ms. Gunjan Methi, Company Secretary & Compliance Officer, Statutory Auditors, Secretarial Auditors, and the Scrutinizers were present at the AGM.

• Mrs. Gunjan Methi, Company Secretary & Compliance Officer, welcomed all the members and provided the general instructions to the members regarding participation in the meeting. She informed the members that the Company has appointed National Securities -

• Depositories Limited (“NSDL”) to provide the facility for voting through remote e voting and e - voting during the AGM as well as the participation in the AGM through VC / OAVM.

• The Registers and other documents, as referred to in the Notice of the AGM were available for inspection. The live streaming of the meeting was webcast on the website of NSDL. She further informed that since the 32[nd] AGM was being held through VC / OAVM, the facility for appointment of proxies by members was not applicable.

• The details of the number of members present at the meeting were as follows:

Promoter & Promoter Group	Public	Total
1	55	56

• Thereafter, the Chairman addressed the members and introduced the other Board members who were present at the AGM. He thanked the members for their utmost faith in the Company and its management during the Company’s relisting process, which successfully culminated with the Company’s listing on the Stock Exchanges on February 19, 2025. He thanked all the investors and stakeholders i.e., the customers, brand partners, employees and the larger community for the continued and generous support bestowed upon the Company.

• He thereafter briefed the members on the Performance and highlights of FY2024, covering the broad overview of the business and industry outlook.

HEXAWARE TECHNOLOGIES LIMITED

Regd. Office: Bldg. No. 152, Millennium Business Park, Sector – III, ‘A’ Block, TTC Industrial Area, Mahape, Navi Mumbai - 400 710 (INDIA) | Tel: +91 022 3326 8585 | Email: investori@hexaware.com CIN: L72900MH1992PLC069662 | URL: www.hexaware.com

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• Thereafter, the Chairman declared that the notice of the 32nd Annual General Meeting and the Annual Report, containing audited financial statements (including consolidated financial statements) for the year ended December 31, 2024 and Board’s and Auditors’ Reports, had been sent through electronic mode to those Members whose e-mail addresses had been registered with the Company or Depositories. Website link where Notice of AGM along with annual report was uploaded was sent to all the members whose email id were not registered. Accordingly, the notice of the AGM and statutory auditor's report were taken as read.

• He informed that the following resolutions, as set out in the Notice convening the 32[nd] AGM, were put to vote in the meeting for approval by members:

Item No.	Particulars	Type of Resolution
1	Adoption of Financial Statements.	Ordinary
2	Confirm payment of the interim dividends	Ordinary
3	To appoint a Director in place of Mr. Shawn Albert Devilla, who retires by rotation, and being eligible, seeks re- appointment.	Ordinary
4	To appoint a Director in place of Mr. Neeraj Bharadwaj, who retires by rotation, and being eligible, seeks re-appointment.	Ordinary
5	Approval of amendments to ‘Hexaware Technologies Stock Option Plan 2024’	Special
6	Ratification of the ‘Hexaware Technologies Employees Stock Option Plan 2024’	Special
7	Ratification of the extension of benefits of employee stock options to the employees of subsidiary Company(ies) under ‘Hexaware Employees Stock option Plan 2024’	Special
8	Ratification for implementation of the ‘Hexaware Employees Stock Option Plan 2024’through trust route	Special
9	Ratification of acquisition of shares of the Company by Hexaware Technologies Employees Stock Option Trust 2024 for the purposes of ‘Hexaware Employees Stock Option Plan 2024’	Special
10	Approval for acquisition of shares of the Company by Hexaware Employees Stock Option Trust 2024 (“Trust”) by Secondary Acquisition for the purposes of the ‘Hexaware Technologies Employees Stock Option Plan 2024’	Special
11	Ratification of the approval on provision of money by the Company for subscription and/or purchase of the shares of the Company by the trust for the benefit of employees under the‘Hexaware Employees Stock Option Plan 2024’	Special
12	Appointment of MMJB & Associates LLP, Company Secretaries in Practice, as the Secretarial Auditor for a period of 5 years.	Ordinary
13	Approval of Incentive Payment agreement of Mr. R. Srikrishna, CEO and Executive Director with CA Sebright Investments, promoter group Company under Regulation 26(6) of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015	Ordinary
14	Approval of Incentive Payment agreements of other employees with CA Sebright Investments, promoter group Company under Regulation 26(6) of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015	Ordinary

HEXAWARE TECHNOLOGIES LIMITED

Regd. Office: Bldg. No. 152, Millennium Business Park, Sector – III, ‘A’ Block, TTC Industrial Area, Mahape, Navi Mumbai - 400 710 (INDIA) | Tel: +91 022 3326 8585 | Email: investori@hexaware.com CIN: L72900MH1992PLC069662 | URL: www.hexaware.com

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• The Company Secretary apprised the members on the guidelines for e-voting, as under:

• (i) The members were provided with an opportunity to cast their vote through remote e voting facility on the resolutions as set out in the Notice convening this Annual General Meeting.

• (ii) The remote e-voting period, which had commenced on 9:00 AM on Sunday, April 27, 2025, was available to the members till 5:00 PM on Tuesday, April 29, 2025.

• (iii) The e-voting window was open on the NSDL e-voting platform during the meeting and continued to remain open for 15 minutes from the conclusion of the AGM, and the members were requested to cast their votes, in case they had not cast vote during the remote e- voting period.

• (iv) M/s. S. N. Ananthasubramanian & Co, Practicing Company Secretary, were appointed as - -

• the Scrutinizer for scrutiny of the votes cast through the remote e voting platform and e voting during the AGM, in a fair and transparent manner.

• (v) The e-voting results along with the Scrutinizer’s Report will be declared within the time stipulated under the applicable laws and will be disseminated to the Stock Exchanges and also be placed on the website of the Company and NSDL.

• Thereafter, the stage was opened for the members who had registered themselves to ask questions or express their views through VC / OAVM. After all the registered speaker shareholders have completed their speech, the queries raised / clarifications sought by the Speaker Shareholders were answered by the Chairman.

• The Chairman authorized Company Secretary to declare the e-voting results and upload the same with Stock Exchanges and on website of the Company along with Scrutinizer Report.

• The Chairman concluded the proceedings of the AGM by thanking all the members for their participation at the AGM and for their constructive suggestions and observations. He thanked the directors who continue to provide enormous guidance to the Company, for attending the AGM.

HEXAWARE TECHNOLOGIES LIMITED

Regd. Office: Bldg. No. 152, Millennium Business Park, Sector – III, ‘A’ Block, TTC Industrial Area, Mahape, Navi Mumbai - 400 710 (INDIA) | Tel: +91 022 3326 8585 | Email: investori@hexaware.com CIN: L72900MH1992PLC069662 | URL: www.hexaware.com