InfoBeans Technologies Limited — Capital/Financing Update 2021

Apr 26, 2021

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To,

Date: 26[th] April, 2021

National Stock Exchange of India Limited Listing Department Exchange Plaza, C-1, Block G, Bandra Kurla Complex,

Bandra (E), Mumbai – 400 051

Subject : Outcome of 1/2021-202 Board Meeting Reference : SM – INFOBEAN

Dear Sir/Mam,

With reference to above mentioned subject we would like to inform you that a meeting of the Board of Directors of InfoBeans Technologies Limited was held on the Monday, 26[th] April ,2021 commenced at 09:00 A.M. and concluded at 11.00 A.M. and following business transact at the meeting:-

• Consider and approve the Audited Standalone & Consolidated Financial Results of the company for the fourth quarter and year ended on 31st March, 2021

• Allotment of 89,999 Equity shares to Employees of the Company under the ESOP(Employee Stock Option Plan), 2016

• Approved the Buy Back of fully paid-up equity Shares of the Face Value of Rs. 10/- each. (Refer Annexure A)

• Appointment of M/s M. Maheshwari & Associates as Secretarial Auditor of the company for the financial year 2021-22

• Appointment of M/s Jain Ritesh & Co., Chartered Accountants, as the Internal Auditor of the company for the financial year 2021-22

For InfoBeans Technologies Limited

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Surbhi Jain

Company Secretary and Compliance Officer

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“Annexure A”

Details of Buy Back of Shares

The Board of Directors has approved the buyback up to 4,31,717 (Four lacs thirty one thousand seven hundred and seventeen) fully paid-up equity Shares of the Face Value of Rs. 10/-(Rupees Ten Each) each of the company (Equity Shares ) representing up to 1.80 % of the total issued and paid up capital of the company as per the Audited Financial statement for the period ended on 31[st] March, 2021 at a price Rs. 232/-(Rupees Two Hundred and Thirty Two) per equity share (Buy Back Price) for an aggregate amount upto Rs. 100,158,344/-(Rupees Ten Crores One Lac Fifty Eight Thousand Three Hundred and Forty Four ) (Buy Back Size), out of free reserve of the Company and/or such other permitted resource by the Buy Back regulations or the Companies Act, 2013, on a proportionate basis through the “tender offer” route as prescribed under the Buy Back regulations, to all of the Shareholders of the company who hold Equity Shares as of the record date(the “Record Date” ) and the Buyback Size does not include transaction costs viz. brokerage, applicable taxes inter alia including buy back taxes , securities transaction tax, GST, stamp duty, expenses incurred or to be incurred for the Buyback like filing fees payable to the Securities and Exchange Board of India ('SEBI"), advisors/legal fees, public announcement publication expenses, applicable taxes, printing and dispatch expenses and other incidental ,and related expenses, etc.

The Board took note of the intention of members of the promoter and promoter group including the person in control of the Company to participate in the proposed Buyback. The pre Buyback shareholding pattern of the Company is attached hereto as Annexure" B

The public announcement setting out details of Buyback including the process, timelines and other statutory details of the Buyback will be released within 2 (two) working days from the date of the Board Meeting i.e., 26[th] April, 2021 in accordance with the Buyback Regulations.

“Annexure B”

Current Pre Buy Back Shareholding Pattern of the Company

Category of the Shareholders	No. of Equity Shares	% of Equity Shares
Promoter and Promoter Group	18003600	74.97
Public	6012000	25.03
Grand Total	24015600	100

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Brief Profiles Profile of the Secretarial Auditor Firm Name and Address of the Firm Head office M. Maheswari & Associates Company Secretaries 301, Shalimar Corporate Centre 8B, South Tukoganj Indore(M.P.) Phone numbers Tel: (0731) 4068730 Mobile: 9826040473 E-mail ID mmaheshwarics@gmail.com Constitution of the Firm Proprietor - CS Manish Maheshwari	Brief Profiles Profile of the Secretarial Auditor Firm Name and Address of the Firm Head office M. Maheswari & Associates Company Secretaries 301, Shalimar Corporate Centre 8B, South Tukoganj Indore(M.P.) Phone numbers Tel: (0731) 4068730 Mobile: 9826040473 E-mail ID mmaheshwarics@gmail.com Constitution of the Firm Proprietor - CS Manish Maheshwari	Brief Profiles Profile of the Secretarial Auditor Firm Name and Address of the Firm Head office M. Maheswari & Associates Company Secretaries 301, Shalimar Corporate Centre 8B, South Tukoganj Indore(M.P.) Phone numbers Tel: (0731) 4068730 Mobile: 9826040473 E-mail ID mmaheshwarics@gmail.com Constitution of the Firm Proprietor - CS Manish Maheshwari	Brief Profiles
	Name and Address of the Firm Head office	M. Maheswari & Associates Company Secretaries 301, Shalimar Corporate Centre 8B, South Tukoganj Indore(M.P.)
	Phone numbers	Tel: (0731) 4068730 Mobile: 9826040473
	E-mail ID	mmaheshwarics@gmail.com
	Constitution of the Firm	Proprietor - CS Manish Maheshwari

Professional Qualification

	LL.B.	2000
	Govt. Arts & Commerce College (Devi Ahilya University), Indore
	Company Secretary	1999
	Institute of Company Secretaries of India, New Delhi.
	M.Com.	1995
	P.M.B. Gujarati Commerce College (Devi Ahilya University), Indore
	B.Com.	1993

 B.Com.

P.M.B. Gujarati Commerce College (Devi Ahilya University), Indore

I am having working experience of about 23 years, of which 19 years have been as a Practicing Company Secretary. I participated and successfully completed Specialized Training in Export marketing with Govt. Of India, Ministry of Industry, Indore and other learning courses organized by various institutes. Besides these, I have been into Alternate Dispute Resolution, Arbitrator at National Stock Exchange Limited and BSE Limited.

Specialization and Field Of Interest

A Practicing Secretarial Professional, having more than Fifteen years’ experience post qualification in Company Law matters, Accounts, Finance, MIS, Taxation, Capital Market and the following related matters.

• FCCB

• Preferential Issue, Bonus

• Merger, Takeover, Acquisition

• SME Issue

• Overall in-charge of Secretarial Work of all types of Companies.

• Liaison with BSE, NSE and Banks

• Liaison with the Offices of ROC, NCLT, RD, MCA, SEBI, RBI,

• Liaison with the Law Firms & Counsels.

• Finalization of Annual Accounts.

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Profile of the Internal Auditor Firm

Name and Address of the Firm Head office	Jain Ritesh & Company Chartered Accountants 202, Panama Tower, 75, Manoramaganj , Near Hotel Crown Palace Indore(M.P.)
Phone numbers	Tel: (0731) 2510588 Mobile: 94250 55088,73894 02288
E-mail ID	cariteshijain@gmail.com
Registration No.(with ICAI)	012609C
Date of Formation of Firm	24/09/04
Constitution of the Firm	Partnership

Particulars of Fulltime Partners

Name of the Partner	Membership/Registr ation Number	Qualifications	Age in Years	Experience in Years
CA Ritesh Jain	077245	M.Com, FCA	46	23
CA Manish Jagwani	401546	B.Com, ACA	42	19

Details of Experience/Exposure of various assignments handled by the firm

Professional Area	Exposure/Experience
Audits	o Statutory Audit of various Companies comprising of manufacturing trading and service industries o Internal Audit of various entities o Tax Audits of various companies, Firms, Cooperative Societies etc o Audit of Trusts, Charitable Institutions, Educational Institutions, Pvt. Ltd. Companies, firms, LLP etc. o Statutory audit of bank branches
Taxation	o Vast experience in attending the appellate proceedings before Income Tax appellate authorities. o Special Expertise in attending the Income Tax Search proceedings and post assessment & Appellate proceedings. o Income Tax Assessment proceedings before all the authorities, preparation and filing of Income Tax , GST , Service Tax and other statutory returns.
Consultation	o Consultancy on Taxation and Company Law matter

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