Informed Technologies India Ltd. — Regulatory Filings 2021

Nov 22, 2021

INFORMED TECHNOLOGIES INDIA LIMITED

CIN L99999MH1958PLC011001

| Regd. Office: ‘Nirmal’, 20[th] Floor, Nariman Point, Mumbai - 400021| | Tel# +91 22 2202 3055/66 | Fax# +91 22 2204 3162 |

| Email: itil_investor@informed-tech.com | Website: www.informed-tech.com |

Date: November 22, 2021

To, Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai:-400001.

Dear Sir,

Sub: Notice of Postal Ballot

SCRIP CODE: - 504810

Enclosed please find a copy of the Postal Ballot Notice dated November 01, 2021 together with the Explanatory Statement, sent to the members of Informed Technologies India Limited (‘the Company’) today i.e. Monday, November 22, 2021 for seeking their approvals on the special businesses. In pursuance of the Circulars issued by the Ministry of Corporate Affairs, the Postal Ballot Notice has been sent electronically only to the members of the Company.

The Postal Ballot Notice is also available on the website of the Company at www.informed-tech.com.

This is for your information and records.

Thanking you.

Yours truly,

For M/s. Informed Technologies India Limited

REENA Digitally signed by REENA S S YADAV Date: 2021.11.22 YADAV 19:04:53 +05'30'

Reena Yadav Company Secretary & Compliance Officer Membership No. A36429

INFORMED TECHNOLOGIES INDIA LIMITED

CIN L99999MH1958PLC011001 | Regd. Office: ‘Nirmal’, 20[th] Floor, Nariman Point, Mumbai - 400021| | Tel# +91 22 2202 3055/66 | Fax# +91 22 2204 3162 |

| Email: itil_investor@informed-tech.com | Website: www.informed-tech.com |

POSTAL BALLOT NOTICE (Pursuant to Section 110 of the Companies Act, 2013)

Dear Members,

NOTICE of Postal Ballot is hereby given that the resolution set out below is proposed to be passed by the Members of Informed Technologies India Limited (“the Company”), pursuant to the provisions of Section 110 and other applicable provisions, if any, of the Companies Act, 2013 read with rule 22 of Companies (Management and Administration), Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) read with the Circular No. 14/2020 dated April 08, 2020, Circular No. 17/2020 dated April 13, 2020 and Circular No. 33/2020 dated September 28, 2020 and dated December 31, 2020, issued by the Ministry of Corporate Affairs (“MCA”)(hereinafter collectively referred to as “MCA Circulars”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations) and Circular dated May 12, 2020 and January 15, 2021 issued by Securities and Exchange Board of India (hereinafter collectively referred to as “SEBI Circulars”) and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) (including any statutory modification(s) or reenactment(s) thereof, for the time being in force), to transact the following special businesses by passing the resolutions set out below through Postal Ballot including voting through electronic means.

In compliance with the aforesaid MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories and no physical Postal Ballot Forms will be dispatched. If your email address is not registered with the Company/Depositories, please follow the process provided in the Notes to receive this Postal Ballot Notice and login ID and password for remote e-voting. The communication of the assent or dissent of the Members would only take place through the remote e-voting system.

The Company is desirous of seeking your consent to the proposals contained in the Resolution(s) set out below. A statement under Section 102 of the Companies Act, 2013, giving all material facts and the reasons for the resolutions is also annexed.

The Board of Directors, at its meeting held on Monday, November 01, 2021 has appointed Vinita Nair, Senior Partner, Vinod Kothari and Company, Membership No- F10559 and C.P. No. 11902, as the Scrutinizer for conducting the postal ballot voting process in a fair and transparent manner.

The Company has engaged the services of Central Depository Services (India) Limited (CDSL) for the purpose of providing e-voting facility to all its members. Please read carefully and follow the instructions on e-voting printed in this Postal Ballot Notice.

The Scrutinizer will submit its report to the Chairman or any other Director of the Company or Company Secretary of the Company as authorized by the Board, upon completion of scrutiny of postal ballots in a fair and transparent manner and the result will be declared within the stipulated time, through the mode as the Company deems fit for such declaration. The declared Results, along with the Scrutinizer's Report, will be displayed on the Company's website under the section 'Investors', notices and result, besides being communicated to the Bombay Stock Exchange, Depositories and Registrar and Share Transfer Agent.

The result if approved shall be deemed to have been passed on the last date of e-voting i.e. Thursday, December 23, 2021.

Special Business

1) Appointment of Mr. Nilesh Mohite as Manager of the Company

To consider and if thought fit, to pass the following resolution as a Special Resolution :

“RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198 and 203 and any other applicable provisions of the Companies Act, 2013 (“the Act”) and the rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), read with Schedule V of the Act and applicable provision(s) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, if any, including any amendment(s), statutory modification(s) or re-enactment(s) thereof for the time being in force consent of the members be and is hereby accorded to the appointment of Mr. Nilesh Mohite as Manager of the Company for a period of 3 (Three) years commencing from November 01, 2021 to October 31, 2024, on the terms and conditions of appointment and remuneration as follows:

Overall Remuneration

During the tenure of Mr. Nilesh Mohite, if the Company has no profits or its profits are inadequate, then Mr. Nilesh Mohite will be paid in accordance with the provisions of Schedule V of the Act.

Within the aforesaid ceiling, the remuneration payable to Mr. Nilesh Mohite shall be as follows:

Salary including perquisites

Rs. 15,00,000/- per annum with annual increments of each financial year, as may be decided by the Board/Committee of the Board, subject to a ceiling of 30 percent per annum.

Annual Performance Incentive

As may be decided by the Board/Committee of the Board, subject to a ceiling of 200 per cent of one month salary.

Other key conditions:

(a) Leave as per rules of the Company.

(b) Family Health Insurance as per rules of the Company.

(c) Contribution to Provident Fund, Superannuation Fund or Annuity Fund as per Company’s policy.

(d) Gratuity to be payable as per the rules of the Company.

(e)The salary will be subject to all applicable provisions of the Income Tax Act, 1961.

(h) The tenure will as per the rules of the Company and appointment letter with the Company.

“RESOLVED FURTHER THAT the Board be and is hereby authorized to take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

2) Appointment of Ms. Sia Gautam Khandelwal (DIN 09281195) as a Non- Executive Director (Non Independent Director) of the Company

To consider and if thought fit, to pass the following resolution as an Ordinary Resolution :

“RESOLVED THAT Ms. Sia Gautam Khandelwal (DIN 09281195), in respect of whom the Company has received a notice in writing from a Member under Section 160 of the Companies Act, 2013 along with requisite deposit, proposing her candidature for the office of Director of the Company, be and is hereby appointed as a Director of the company with immediate effect.”

For and on behalf of the Board

Gautam Khandelwal Chairman DIN - 00270717

Place: Mumbai Date: November 01, 2021

Registered Office:

“Nirmal” 20 Floor, Nariman Point, Mumbai 400021

| CIN: L99999MH1958PLC011001 | Website: www.informed-tech.com |

INSTRUCTIONS:

1. The explanatory statement pursuant to Sections 102 and 110 of the Act stating all material facts and the reasons for the proposals set out in resolution no. 1 and 2 is annexed herewith.

2. The Postal Ballot Notice is being sent to the shareholders of the Company whose names appear on the Register of Members/List of Beneficial Owners as received from the Depositories as on Friday, November 19, 2021 .

3. In line with the MCA Circulars, the Postal Ballot Notice is being sent only by electronic mode to those members whose e-mail addresses are registered with the Company/Depositories. Members may please note that the Postal Ballot Notice will also be available on the Company’s website at https://www.informed-tech.com, websites of the Bombay Stock Exchange at www.bseindia.com. The Postal Ballot Notice shall also be available on the website of Central Depository Services (India) Limited ("CDSL").

4. Members who have not registered their e-mail address are requested to register the same in respect of shares held in electronic form with the Depository through their Depository Participant(s) and in respect of shares held in physical form by writing to the Company at itil_investor@informed-tech.com or Company's Registrar and Share Transfer Agent, Link Intime India Pvt. Ltd, 247 Park, C-101 L.B.S. Marg, Vikhroli (West), Mumbai 400083, Email Address: rnt.helpdesk@linkintime.co.in , Phone: +91 22 49186270

5. Members may note that pursuant to the MCA Circulars, the Company has additionally enabled a process for the limited purpose of receiving shareholder communications and the Members (holding physical shares) may update their email address by intimating to the Company at itil_investor@informed-tech.com.

6. In accordance with the provisions of the MCA Circulars, Shareholders can vote only through the remote e- voting process. Physical copies of the Postal Ballot Notice and pre-paid business reply envelopes are not being sent to shareholders for this Postal Ballot. Shareholders whose names appear on the Register of Members/List of Beneficial Owners as on Friday, November 19, 2021 will be considered for the purpose of e-voting.

7. Resolution passed by the shareholders through postal ballot is deemed to have been passed as if they have been passed at a General Meeting of the shareholders.

8. Voting rights of a Member/ Beneficial Owner (in case of electronic shareholding) shall be in proportion to his/her/its shareholding in the paid-up equity share capital of the Company as on the Cut-Off Date. A person who is not a shareholder on the relevant date should treat this notice for information purpose only.

9. In compliance with Sections 108 and 110 of the Act and the rules made there under, the MCA Circulars and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has provided the facility to the shareholders to exercise their votes electronically and vote on the resolution through the e-voting service facility arranged by Central Depository Services (India) Limited ("CDSL"). The instructions for-voting are provided as part of this Postal Ballot Notice.

10. Shareholders desiring to exercise their vote through the e-voting process are requested to read the instructions in the Notes under the section "General information and instructions relating to e-voting" in this Postal Ballot Notice. Shareholders are requested to cast their vote through the e-voting process not later than 5.00 p.m. IST on Thursday, December 23, 2021 to be eligible for being considered, failing which it will be strictly considered that no vote has been received from the shareholder.

11. The e-voting period commences at 9:00 a.m. (IST) on Wednesday, November 24, 2021 and ends at 5:00 p.m. (IST) on Thursday, December 23, 2021. Members desiring to exercise their vote should cast their vote during this period, to be eligible for being considered

12. The Board of Directors, at its meeting held on Monday, November 01, 2021 has appointed Vinita Nair, Senior Partner, Vinod Kothari and Company, Membership No- F10559 and C.P. No. 11902, as the Scrutinizer for conducting the postal ballot voting process in a fair and transparent manner.

13. The Scrutinizer will submit its report to the Chairman or any other Director of the Company or Company Secretary of the Company as authorized by the Board, upon completion of scrutiny of postal ballots in a fair and transparent manner and the result will be declared within the stipulated time, through the mode as the Company deems fit for such declaration. The declared Results, along with the Scrutinizer's Report, will be displayed on the Company's website under the section 'Investors', notices and result, besides being communicated to the Bombay Stock Exchange, Depositories and Registrar and Share Transfer Agent.

14. The resolutions, if passed by the requisite majority, shall be deemed to have been passed on Thursday, December 23, 2021, i.e., the last date specified for receipt of votes through the e-voting process.

15. Additional information in respect of appointee, pursuant to the SEBI Listing Regulations, and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, is provided as Annexure to this Notice.

16. All the material documents referred to in the explanatory statement will be available for inspection electronically until the last date for receipt of votes through the e-voting process. Members seeking to inspect such documents can send an e-mail to itil_investor@informed-tech.com.

17. THE INTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING.

• (i) The voting period begins on Wednesday, November 24, 2021 and ends on Thursday, December 23, 2021 During this period shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date (record date) of Friday, November 19, 2021 may cast their vote electronically. The e-voting module shall be disabled by CDSL for voting thereafter.

• (ii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

• Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders , by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants . Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

• (iii) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Pursuant to above said SEBI Circular , Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode is given below:

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Type of Login Method
shareholders
1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id
Individual and password. Option will be made available to reach e-Voting page without any further
Shareholders authentication. The URL for users to login to Easi / Easiest are
holding https://web.cdslindia.com/myeasi/home/login or www.cdslindia.com and click on Login icon
securities in and select New System Myeasi.
Demat mode 2) After successful login the Easi / Easiest user will be able to see the e-Voting Menu. On clicking
with CDSL the E voting menu, the user will be able to see his/her holdings along with links of the
respective e-Voting service provider i.e. CDSL/NSDL/KARVY/LINK INTIME as per information
provided by Issuer / Company. Additionally, we are providing links to e-Voting Service
Providers, so that the user can visit the e-Voting service providers’ site directly.
3) If the user is not registered for Easi/Easiest, option to register is available at
https://web.cdslindia.com/myeasi./Registration/ EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number
and PAN No. from a link in www.cdslindia.com home page. The system will authenticate the
user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After
successful authentication, user will be provided links for the respective ESP where the E
Voting is in progress.
1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of
Individual NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com either on a
Shareholders Personal Computer or on a mobile. Once the home page of e-Services is launched, click on
holding the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new
securities in screen will open. You will have to enter your User ID and Password. After successful
demat mode authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under
with NSDL e-Voting services and you will be able to see e-Voting page. Click on company name or e-
Voting service provider name and you will be re-directed to e-Voting service provider website
for casting your vote during the remote e-Voting period or joining virtual meeting & voting
during the meeting.
2) If the user is not registered for IDeAS e-Services, option to register is available at
https://eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at
https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the
home page of e-Voting system is launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID
(i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a
Verification Code as shown on the screen. After successful authentication, you will be
redirected to NSDL Depository site wherein you can see e-Voting page. Click on company
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name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting

Individual You can also login using the login credentials of your demat account through your Depository Shareholders Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able (holding to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL securities in Depository site after successful authentication, wherein you can see e-Voting feature. Click on demat mode) company name or e-Voting service provider name and you will be redirected to e-Voting service login through provider website for casting your vote during the remote e-Voting period or joining virtual their meeting & voting during the meeting. Depository Participants

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL

**Login type **	Helpdesk details
Individual Shareholders holding securities in Demat mode withCDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.comor contact at 022- 23058738 and 22-23058542-43.
Individual Shareholders holding securities in Demat mode withNSDL	Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.co.in or call at toll free no.: 1800 1020 990 and 1800 22 44 30

• (iv) Login method of e-Voting for shareholders other than individual shareholders & physical shareholders.

• 1) The shareholders should log on to the e-voting website www.evotingindia.com.

• 2) Click on “Shareholders” module.

• 3) Now enter your User ID

  • a. For CDSL: 16 digits beneficiary ID,

  • b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

  • c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

• 4) Next enter the Image Verification as displayed and Click on Login.

• 5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.

• 6) If you are a first-time user follow the steps given below:

	For Shareholders holding shares in Demat Form other than individual and Physical Form
PAN	Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders)  Shareholders who have not updated their PAN with the Company/Depository Participant are requested to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Bank Details OR Date of Birth (DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login.  If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details field as mentioned in instruction(v).

• (v) After entering these details appropriately, click on “SUBMIT” tab.

• (vi) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

• (vii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.

• (viii) Click on the EVSN for the relevant < Informed Technologies India Limited > on which you choose to vote.

• (ix) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.

• (x) Click on the “ RESOLUTIONS FILE LINK ” if you wish to view the entire Resolution details.

• (xi) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.

• (xii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.

• (xiii) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.

• (xiv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.

• (xv) Facility for Non – Individual Shareholders and Custodians –Remote Voting

• Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates” module.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to helpdesk.evoting@cdslindia.com.

• After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

• The list of accounts linked in the login should be mailed to helpdesk.evoting@cdslindia.com and on approval of the accounts they would be able to cast their vote.

• A scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.

• Alternatively Non Individual shareholders are required to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; itil_investor@informed-tech.com, if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

18. PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL ADDRESSES ARE NOT REGISTERED WITH THE DEPOSITORIES FOR OBTAINING LOGIN CREDENTIALS FOR E-VOTING FOR THE RESOLUTIONS PROPOSED IN THIS NOTICE:

1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (selfattested scanned copy of Aadhar Card) by email to Company/RTA email id .

2. For Demat shareholders -, please provide Demat account detials (CDSL-16 digit beneficiary ID or NSDL-16 digit DPID + CLID), Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) to Company/RTA email id .

If you have any queries or issues regarding e-Voting from the CDSL e-Voting System, you can write an email to helpdesk.evoting@cdslindia.com or contact at 022- 23058738 and 022-23058542/43.

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evoting@cdslindia.com or call on 022-23058542/43.

EXPLANATORY STATEMENT PURSUANT TO THE PROVISIONS OF SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 1

Appointment of Mr. Nilesh Mohite as Manager of the Company

The Board of Directors of the Company on recommendation of Nomination and Remuneration Committee has appointed Mr. Nilesh Mohite as a Manager for a period of 3 years with effect from November 01, 2021 pursuant to the provisions of Section Sections 196, 197, 198 and 203 including Schedule V of the Act.

Mr. Nilesh Mohite has a B.Sc Degree in Chemistry. He joined Informed Technologies India Limited on May 01, 2004 as Assistant Team Leader and he is now heading the operations.

The remuneration payable to Mr. Nilesh Mohite is within the permissible limits specified by the Act and is commensurate with his responsibilities of heading the operations of the Company.

The terms between the Company and Mr. Nilesh Mohite are open for inspection at the Registered Office of the Company between 11.00 AM to 1.00 PM on all working days.

Mr. Nilesh Mohite is not disqualified from being appointed as a Manager in terms of the Act and has given his consent to act as a Manager of the Company.

Mr. Nilesh Mohite does not hold by himself or for any other person on a beneficial basis, any shares in the Company.

The Board recommends the Special Resolution set out at Item No. 1 of the Notice for approval by the Members.

Mr. Nilesh Mohite is interested in the resolution mentioned at Item No. 1 of the Notice with regard to his appointment. Other than the Manager himself, no other Director, Key Managerial Personnel or their respective relatives are concerned or interested in the Resolution mentioned at Item No. 1 of the Notice.

Statement as per Section II, Part II of Schedule V of the Companies Act, 2013:

I. GENERAL INFORMATION:

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1 Nature of Industry Back Office Processing Unit
2 Date or expected date of commencement of Fresh certificate of Incorporation was received upon
commercial production change of name dated August 06, 2001 and there upon the
company started its IT enabled services BPO unit from the
year 2002.
3 In case of new companies, expected date of Not Applicable
commencement of activities as per project approved
by financial institutions appearing in the prospectus
4 Financial performance based on given indicators As per balance sheet
5 Export performance and net foreign exchange The entire revenue from operations is arising from export
Collaborations of IT enabled services.
6 Foreign investments or collaborators, if any None
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II. INFORMATION OF APPOINTEE: MR. NILESH MOHITE

1	Background details	Mr. Nilesh Mohite has a B.Sc Degree in Chemistry
2	Past remuneration	Not Applicable
3	Recognition or awards	None
4	Job Profile and her suitability	Overall headingthe operations of the Company
5	Remunerationproposed	Rs. 15,00,000/-per annum
6	Comparative remuneration profile with respect to industry, size of the company, profile of the position and person (in case of expatriates the relevant details would be w.r.t. the countryof his origin)	Not Available
7	Pecuniary relationship directly or indirectly with the company or relationship with the managerial personnel,if any.	None

III. OTHER INFORMATION

1	Reasons of loss or inadequate profits	Company is in a growing stage and under revenue constraints.
2	Steps taken or proposed to be taken for improvement	The Board of Directors of the Company is devoted to developing customer relationship for gaining more business from them.
3	Expected increase in productivity and profits in measurable terms	The Board is hopeful of improvements in profits in coming years.

Item No. 2

Appointment of Ms. Sia Gautam Khandelwal (DIN 09281195) as a Non- Executive Director (Non Independent Director) of the Company

The Company has received a notice in writing from a Member under Section 160 (1)(a) of the Companies Act, 2013 along with requisite deposit, proposing Ms. Sia Gautam Khandelwal’s candidature for the office of Director of the Company. Thus, after considering with the Nomination and Remuneration Committee, the Board recommends the appointment of Ms. Sia Gautam Khandelwal subject to the approval of the Members. The appointment will be effective from the date of shareholder approval.

Ms. Sia Gautam Khandelwal is not disqualified from being appointed as a Director in terms of Section 164 of the Act and has given her consent to act as a Director. She holds 40,250 no. of equity shares in the Company.

A brief profile of Ms. Sia Gautam Khandelwal is given below:

Sia Khandelwal Graduated in 2017 from Barnard College of Columbia University with a BA in Urban Studies and Economics. She has also Completed PG diploma in Indian Aesthetics from Jnanapravaha Institute in Mumbai in 2019. It is further informed to the board that given the nature of our business, her foreign education and global exposure will be very useful in the future growth of the company.

Ms. Sia Khandelwal is interested in the resolution mentioned at Item No. 2 of the Notice with regard to her appointment. None of the Directors and Key Managerial Personnel’s of the Company or their relatives except Mr. Gautam Khandelwal is interested in or concerned with the said resolution.

Details of Director seeking appointment through postal ballot by remote e-voting process:

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Name of Director Ms. Sia Khandelwal Mr. Nilesh Mohite
DIN NO. 09281195 -
Date of Birth (Age) 18.08.1995 (26 Years) 21.08.1977 (44 Years)
Nationality Indian Indian
Date of Appointment Appointment will be effective from the date November 01, 2021
of shareholders’ approval through Postal
Ballot
Qualifications She Graduated in 2017 from Barnard College Mr. Nilesh Mohite has a B.Sc Degree in
of Columbia University with a BA in Urban Chemistry.
Studies and Economics.
Expertise in specific She will be responsible for business He joined Informed Technologies India
functional areas diversification of the Company. Limited on 1st May, 2004 as Assistant Team
Leader and now is successfully heading the
operations.
Directorships held in other Nil Nil
companies
Committee position held in Nil Nil
other companies
No. of shares held in the 40,250 Equity Shares Nil
Company
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For and on behalf of the Board

Gautam Khandelwal Chairman DIN - 00270717

Place: Mumbai Date: November 01, 2021 Registered Office: “Nirmal” 20 Floor, Nariman Point, Mumbai 400021

| CIN: L99999MH1958PLC011001 | Website: www.informed-tech.com |