Indegene Limited — AGM Information 2024

Sep 6, 2024

INDGN/SE/2024-25/42

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September 06, 2024

BSE Limited,Phiroze Jeejeebhoy Towers,Dalal Street,Mumbai- 400001, India.Scrip Code: 544172	National Stock Exchange of India LimitedExchange Plaza, C-1, Block G,Bandra Kurla Complex, Bandra (E),Mumbai – 400 051, India.Trading symbol: INDGN

Dear Sir / Madam,

Sub: Summary of Proceedings of the 26[th] Annual General Meeting (‘AGM’) of the Indegene Limited (“the Company”)

The 26[th] AGM of the Company was held on Friday, September 06, 2024, from 4:30 p.m. (IST) to 5.48 p.m. (IST). The AGM was conducted through Video Conferencing (‘VC’) / Other Audio-Visual Means (‘OAVM') to transact the business as stated in the Notice dated August 12, 2024, 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 above information is being made available on the website of the Company. https://www.indegene.com/

This is for your information and records.

For Indegene Limited (Formerly known as Indegene Private Limited)

Srishti Ramesh Digitally signed by Srishti Ramesh Kaushik Kaushik Date: 2024.09.06 18:54:14 +05'30'

Srishti Ramesh Kaushik Company Secretary and Compliance officer

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Indegene Limited (Formerly Indegene Private Limited), Third Floor, Aspen G-4 Block, Manyata Embassy Business Park (SEZ), Outer Ring Road, Nagawara, Bengaluru- 560 045, Karnataka, India

Phone: +91 80 4674 4567, +91 80 4644 7777 www.indegene.com

CIN: U73100KA1998PLC102040

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Summary of proceedings of the 26[th] Annual General Meeting (‘AGM’/’Meeting’) of the Members of the Company

The 26[th] AGM of the Members of Indegene Limited (“the Company”) was held on Friday, September 06, 2024, at 4:30 p.m. (IST) through (‘VC’)/Other Audio-Visual Means (‘OAVM’). The Meeting was conducted in accordance with relevant Circulars issued by the Ministry of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (‘SEBI’) in this regard.

Mr. Manish Gupta, Chairman, Executive Director and Chief Executive Officer, welcomed the Members to the Meeting.

Mr. Manish Gupta, Chairman of the Board, chaired the Meeting. The requisite quorum being present, the Chairman called the Meeting to order. The Chairman welcomed all the Directors and requested those, who joined through VC, to introduce themselves to the Members. He also introduced other Key Management Personnel present with him at the common venue. The respective Chairpersons of the Audit Committee, Stakeholders Relationship Committee, Nomination & Remuneration Committee, Corporate Social Responsibility Committee, and Investment Committee were present at the AGM.

The proceedings of the Meeting were video recorded, and a live streaming was webcast on the website of National Depository System Limited (‘NSDL’). The Company had taken all the requisite steps to enable Members to participate and vote on the items of businesses considered at the AGM.

Ms. Srishti Ramesh Kaushik, Company Secretary and Compliance Officer, briefed members on certain points and gave general instructions relating to the participation at the Meeting through VC. She further informed that Mr. Madhwesh Krishnamurthy (Membership No. ACS 21477) Company Secretary was appointed as the Scrutinizer by the Board to scrutinize the remote e-voting process prior to and during the AGM in a fair and transparent manner.

The Chairman then addressed the Members and thereafter, made a presentation to the Members.

Then, the Company Secretary informed that the Statutory Auditors’ Report does not contain any qualifications, other reservations, adverse remarks or disclaimers. Company Secretary also informed that there are qualifications in Secretarial Auditor’s Report. Thereafter, the Notice of the Meeting and the Auditors’ Reports for the financial year ended March 31, 2024, were taken as read.

The Company secretary, thereafter, read out the resolutions.

The Chairman then invited the Members to express their views, ask questions and seek clarifications, if any. After the Members expressed their views and asked their queries, the Chairman responded to the queries raised by them.

The Chairman thanked the Members for their continuous support and for attending and participating at the Meeting and requested the Members who had not voted earlier, to complete e-voting in the next 30 minutes. The Chairman authorized the Company Secretary to carry out the voting process and declare the voting results within the stipulated time.

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Then, the Company Secretary informed that the Members who were present at the AGM but had not cast their votes earlier through remote e-voting, may cast their vote during the AGM and explained the process of e-voting on the Resolutions during the meeting through the NSDL e-voting website.

The e-voting facility was kept open for the next 30 minutes to enable the Members to cast their vote. The Meeting concluded upon completion of the e-voting process.

Post the conclusion of the remote e-voting, the Scrutinizers' report will be shared by the Company on September 09, 2024, and as set out therein all the said Resolutions will be deemed to be passed if requisite majority of votes is attained, as per details mentioned in the attached table and marked as Annexure – 1 .

ANNEXURE – 1

Subject to receipt of the requisite number of votes, the Resolutions shall be deemed to be passed on the date of this Meeting i.e. Friday, September 06, 2024:

Item	Details of the Resolutions passed at the 26thAGM	Type of the
No.		Resolution
1	To consider and adopt the audited financial statements (including the	Ordinary
	consolidated financial statements) of the Company for the financial year
	ended 31 March 2024 and the report of the board of directors (“the board”)
	and auditors thereon.
2	To appoint a director in place of Dr. Sanjay Suresh Parikh, (DIN: 00219278),	Ordinary
	who retires by rotation and, being eligible, seeks reappointment.
3	To appoint a director in place of Mr. Neeraj Bharadwaj (DIN: 01314963), who	Ordinary
	retires by rotation and, being eligible, seeks reappointment.
4	To ratify the Indegene Limited Employee Stock Option Plan 2020(“ESOP 2020	Special
	“/”Plan”) Including the Indegene Limited Company Share Option CSOP 2022
	(“CSOP Sub-Plan”) for Indegene Limited.
5	To ratify the Indegene Limited Employee Stock Option Plan 2020(“ESOP 2020	Special
	“/”Plan”) Including the Indegene Limited Company Share Option CSOP 2022
	(“CSOP Sub-Plan”) for the Subsidiaries of Indegene Limited.
6	To ratify the Indegene Employee Restricted Stock Unit Plan 2020 (‘RSU 2020	Special
	/Plan”) for Indegene Limited
7	To ratify the Indegene Employee Restricted Stock Unit Plan 2020 (‘RSU 2020	Special
	/Plan”) for the Subsidiaries of Indegene Limited.
8	To appoint Mr. Krishnamurthy Venugopala Tenneti (DIN: 01338477).	Special
9	Granting Nomination Rights to Specific Shareholders	Special