InfoBeans Technologies Limited — AGM Information 2024

Aug 21, 2024

Date: 21[st] August, 2024

To,

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The Listing and Compliance Department, The Manager, National Stock Exchange of India Limited Listing Dept. Exchange Plaza, 5[th] Floor, BSE Limited Plot No. C/1, G block, Phiroze Jeejeebhoy Towers, Bandra Kurla Complex, Dalal Street, Bandra East, Mumbai – 400051 Mumbai-400001 Script Code: SM – INFOBEAN MH- IN SYMBOL: INFOBEAN Scrip Code: 543644

Subject: Minutes of the 14[th] Annual General Meeting

Dear Sir/Madam,

We enclose herewith Minutes of 14[th] Annual General Meeting held on Wednesday, 07[th] August, 2024 at 04.00 PM through Video Conferencing/ other Audio Visual means (VC).

This is for your information and record.

Thanking You, Yours Faithfully

For InfoBeans Technologies Limited

Surbhi Digitally signed by Surbhi Jain Date: 2024.08.21 Jain 12:23:11 +05'30'

Surbhi Jain

Company Secretary and Compliance Officer

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MINUTES OF THE 14[th] ANNUAL GENERAL MEETING OF THE MEMBERS OF INFOBEANS TECHNOLOGIES LIMITED HELD ON WEDNESDAY, 07[TH] DAY OF AUGUST, 2024 AT 04:00 P.M THROUGH VIDEO CONFERENCING / OTHER AUDIO VISUAL MEANS (VC).

Serial Number of the meeting - AGM/14/2023-2024

Type of Meeting – Annual General Meeting

Day & Date – Wednesday, 07[th] August Time of Commencement of Meeting – 04:00 P.M.

Time of Conclusion of Meeting – 04:17 P.M.

DIRECTOR’s & KMP’s PRESENT:-

DIRECTOR’s & KMP’s PRESENT:-
Mr. Siddharth Sethi	Managing Director
Mr. Avinash Sethi	Director & CFO
Ms. Shilpa Saboo	Non-Executve Independent Director
Mr. Sumer Bahadur Singh	Non-Executve Independent Director
Ms. Surbhi Jain	Company Secretary & Compliance Ofcer

IN ATTENDANCE:-

N ATTENDANCE:-
Mr. Krunal Sanghvi	Sr. Finance Manager
Mr. Manish Maheshwari	Secretarial Auditor M/s. M. Maheshwari & Associates
Mr. YatnM Tulshibagwale	Joint Statutory Auditor SRBC & Co. LLP

DETAILS OF MEMBERS PRESENT

CHAIRMAN:-

Mr. Avinash Sethi was appointed as the Chairman of the Meeting by the members present. Mr. Avinash Sethi took the chair. He extended the warm welcome to all the members present, Directors, Secretarial Auditor, Statutory Auditors and all other persons present in the meeting.

- QUORUM:

The Company Secretary, Ms. Surbhi Jain informed that the members present at the meeting were in adequate number to form quorum for transacting the businesses of the meeting as stated in the notice of Annual General Meeting dated 07[th] August, 2024.

Chairman’s Initials

PROXIES

Pursuant to Circular No. 14/2020 issued by the Ministry of Corporate Affairs (MCA), the facility for appointment of proxy for the AGM was not provided to the Members.

Accordingly, there was no proxy present at the meeting.

The Company Secretary, Ms. Surbhi Jain introduced the Directors through roll call and Chairperson of the Audit Committee & Stakeholders Relationship Committee Ms. Shilpa Saboo is also available.

The Chairman thereafter delivered the chairman speech to the members at the Annual General Meeting. The Chairman further informed that Notice of convening 14th Annual General Meeting, Director’s report along with annexures thereto, the Audited Financial statements along with notes for the financial year ended March 31st, 2024 and the Statutory Auditor’s and Secretarial Audit Report for the financial year ended March 31st, 2024 have already been circulated to members by electronic mode as per the records of Registrar.

With the permission of members present in the meeting, the Notice of the 14[th] Annual General Meeting and Annual report for the year ended 2023-2024 was taken as read.

The Chairman informed that requisite quorum as required under Section 103 of the Companies Act, 2013 was present and called the meeting in order.

REMOTE E-VOTING & VOTING AT AGM VENUE

The Company Secretary, Ms. Surbhi Jain informed that as per the requirements of the Companies Act, 2013 the Remote-E-voting was commenced from 03[rd] August, 2024 at 09:00 A.M. to 06[th] August, 2024 till 05:00 P.M. and has already completed on 06[th] August, 2024 at 5.00 P.M.(I.S.T.) and voting at the General Meeting shall be conducted electronically.

The Members who are in the records of the Company as on the cutoff date i.e. 26[th] July, 2024 shall only be entitled to participate in the voting process.

The members can vote electronically in the meeting. Members who have already casted his vote by Remote E-voting shall not be entitled to cast their e-vote during the meeting.

No query has been registered or raised from shareholders.

The Company Secretary also informed that the Company has appointed CS Manish Maheshwari, Practicing Company Secretary (FCS 5174, COP 3860) as scrutinizer to scrutinize the e-voting results as well as voting through poll.

Chairman’s Initials

Further, the Chairman asked the members of the company present in the meeting to raise their queries relating to the financial and accounting affairs of the Company and the same shall be replied by the Chairman of the Audit Committee. However, no questions were raised.

On completion of the e-voting process, the meeting concluded at 4:17 p.m.

The Company received the Scrutinizers Report regarding Remote e-voting and e-voting of the 14[th] Annual General Meeting, on 08[th] August, 2024

Presented herein below are the item wise results of the e-Voting at the AGM.

Thereafter, Ms. Surbhi Jain read agenda items of the notice of Annual General Meeting one by one as per notice of the AGM.

AUDITOR’S REPORT:-

The Chairman informed that Auditors report did not contain any qualifications, observations and comments on financial transactions or matters having adverse effect on the functioning of the company, there was no need to read the report at the Annual General Meeting in terms of Section 145 of the Companies Act 2013.

ALL THE RESOLUTIONS AS PER THE NOTICE CONVENING THE AGM WERE PASSED AS DETAILED BELOW:-

ORDINARY RESOLUTION:-

Item No. 01 – Adoption of Financial Statements

To consider and adopt the audited financial statements (including the consolidated financial statements) of the company for the financial year ended March 31, 2024 and the reports of the Board of Directors “the Board”) and auditors thereon.

“Resolved That the Audited Balance Sheet for the year ended on 31st March, 2024 and Statement of Profit and Loss of the year ended on that date together with Notes, Schedules and Cash Flow Statement, Director’s Report (including Report on Corporate Governance and Management Discussion Analysis report) and the Report of Auditor’s Report thereon placed before this meeting be and are hereby received approved and adopted.”

“Resolved That the Audited Balance Sheet for the year ended on 31st March, 2024 and Statement of Profit and Loss of the year ended on that date together with Notes, Schedules and Cash Flow Statement, Director’s Report (including Report on Corporate Governance and Management Discussion Analysis report) and the Report of Auditor’s Report thereon placed before this meeting be and are hereby received approved and adopted.”

Chairman’s Initials

TOTAL PAID UP SHARES	24368830	24368830
	No. of Votes	% on Votespolled
Total Votes Polled (Remote e-votng and e-votng at AGM)	10484155	100
No. of Votespolled in Favour and %age thereof	10484153	9.9902
No. of Votespolled Against and %age thereof	2	0.0098

Accordingly, the Chairman declared that the Resolution is PASSED as an ORDINARY RESOLUTION.

Item No. 02 – Re-appointment of Mr. Avinash Sethi (DIN: 01548292) as a Director, who retires by rotation

and being eligible seek re-appointment

To appoint a director in place of Mr. Avinash Sethi (DIN: 01548292), who retires by rotation and being eligible seek re-appointment.

“ Resolved That Mr. Avinash Sethi (DIN: 01548292), who retires by rotation at this meeting and being eligible, has offered himself for re-appointment as the Director of the Company, liable to retire by rotation”

TOTAL PAID UP SHARES	24368830	24368830
	No. of Votes	% on Votespolled
Total Votes Polled (Remote e-votng and e-votng at AGM)	10484155	100
No. of Votespolled in Favour and %age thereof	10484127	100.00
No. of Votespolled Against and %age thereof	28	0.0000

Accordingly, the Chairman declared that the Resolution is PASSED as an ORDINARY RESOLUTION.

Item No. 03- Declaration of Dividend

To declare a final dividend at the rate of ₹ 1 (One) per equity share capital of the company for the year ended 31[st] March, 2024.

TOTAL PAID UP SHARES	24368830	24368830
	No. of Votes	% on Votespolled
Total Votes Polled (Remote e-votng and e-votng at AGM)	10484155	100
No. of Votespolled in Favour and %age thereof	10484153	100.00
No. of Votespolled Against and %age thereof	2	0.0000

Accordingly, the Chairman declared that the Resolution is PASSED as an ORDINARY RESOLUTION.

Chairman’s Initials

VOTE OF THANKS:-

As there was no other business to be transacted, the meeting came to an end with a vote of thanks to the Chair.

The aforesaid minutes were recorded in the Minute Book of the members General Meeting with the Authority of the chairman.

Place: Indore Date: 07[th] August 2024

Avinash Sethi Chairman

Chairman’s Initials