KPIT Technologies Ltd — AGM Information 2022

Aug 24, 2022

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August 24, 2022

BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001.

Scrip ID: KPITTECH Scrip Code: 542651

Kind Attn: The Manager, Department of Corporate Services

National Stock Exchange of India Ltd., Exchange Plaza, C/1, G Block, Sandra - Kurla Complex, Sandra (E), Mumbai - 400051.

Symbol: KPITTECH Series: EQ

Kind Attn: The Manager, Listing Department

Subject: - Outcome of the 5th Annual General Meeting ('AGM') of KPIT Technologies Limited ('the Company').

Reference: - Regulations 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Dear Sir / Madam,

The 5th AGM of the Company was held on Wednesday, August 24, 2022 through Video Conferencing/Other Audio-Visual Means to transact the business as stated in the Notice convening AGM.

In this regard, please find enclosed summary of the proceedings of the AGM as required under Regulation 30 read with Part A of Schedule - Ill of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

Request you to take note of the same.

Thanking you.

Yours faithfully,

For KPIT Technologies Limite

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Nida Deshpande Company Secretary & Compliance 0

Encl: As mentioned above

0 +91 20 6770 6000 E 1nfo@kpit.com W kpit.com

KPIT Technologies Limited (Formerly KPIT Engineering Limited) Registered & Corporate Office: Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. CIN: L74999PN2018PLC174192

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Summary of proceedings of the 5th Annual General Meeting ("AGM")

The 5th Annual General Meeting ("AGM" / "Meeting") of KPIT Technologies Limited ('the Company') was held on Wednesday, August 24, 2022 at 10.30 a.m. (1ST) through Video Conferencing and Other Audio Visual Means ("VC/OAVM"). The meeting was held in compliance with the directives issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India ('SEBI') and as per the applicable provisions of the Companies Act, 2013 and the Rules made thereunder.

Mr. S. 8. (Ravi) Pandit chaired the Meeting and welcomed all Shareholders, Auditors and other invitees joining over VC/OAVM. He introduced all the Directors and the Key Managerial Personnel of the Company present for the AGM. He also explained that, due to difference in time zone, Directors - Dr. Nickhil Jakatdar (residing in California) and Prof. Rajiv Lal (residing in Boston) expressed their inability to attend this AGM. The Chairman declared that the Chairperson of the Audit Committee, Chairman of the Nomination & Remuneration (HR) Committee, Chairman of the Stakeholders' Relationship Committee, the Statutory Auditors and Representative of Secretarial Auditors were present at the meeting.

110 Members attended the AGM through VC/OAVM. As the requisite quorum was present, the Chairman called the Meeting to order. Ms. Nida Deshpande, Company Secretary informed that, as the AGM was held through VC / OAVM, requirements of physical attendance of Members and appointment of proxies by the Members for the AGM have been dispensed with. It was also informed that, the statutory registers, reports & documents as required under the Companies Act, 2013, were kept open for inspection electronically during the meeting.

Mr. S. B. (Ravi) Pandit, Chairman and Mr. Kishor Patil, CEO & Managing Director of the Company apprised the Shareholders on Sustainability @ KPIT: Financial, Environmental, Social & Governance; KPIT Mission & Value Proposition: Technology changes, T25 Clients, Zero Defect Delivery, Best Place to Grow; Financial Performance: FY23 Outlook.

Notice, Board's Report, the Audited Financial Statements and Audited Consolidated Financial Statements for the financial year 2021-22 were taken as read. The Chairman further informed that the Reports from the Statutory Auditors and the Secretarial Auditor did not contain any qualification, reservation or adverse remark were taken as read.

Before opening floor for questions and answers, the Chairman gave a quick overview about all resolutions including special resolutions proposed in the AGM notice. Then he opened the floor for questions from registered speakers followed by clarifications/answers from him. Thereafter, as per Notice of AGM, all the resolutions were taken up by Chairman, except for Resolutions No. 4, 7 & 8 as mentioned below, which were taken up by Mr. Anant Talaulicar, Independent Director & Chairman of Nomination & Remuneration (HR) Committee of the Company.

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KPIT Technologies Limited (Formerly KPIT Engineering Limited)

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Registered & Corporate Office: Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. CIN: L74999PN2018PLC174192

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The following business items were transacted at the Meeting :-

Sr. No.	Sr. No.
	2
10 To approve the appointment of Prof. Rajiv Lal (DIN: 09360601) as Independent Director of the Company for a period of five years with effect from November 1, 2021. Special Resolution

KPIT Technologies Limited {Formerly KPIT Engineering Limited) Registered & Corporate Office. Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. CIN: L74999PN2018PLC174192

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O +91 20 6770 6uuu­ E info[@] k[p] it.com W kpit.com

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11 12 13 14 15	To appoint Ms. Manasi Patil, a relative of Mr. Kishor Patil, Ordinary CEO & Managing Director of the Company, to hold an office Resolution or place of profit in the Company. To approve 'KPIT Technologies Limited- Restricted Stock Special Unit Plan 2022'. Resolution To approve grant of restricted stock units to the employees Special of subsidiary company(ies) of the Company under 'KPIT Resolution Technologies Limited- Restricted Stock Unit Plan 2022'. To approve grant of restricted stock units to the employees Special of group company(ies) including associate company(ies) of Resolution the Company under 'KPIT Technologies Limited- Restricted Stock Unit Plan 2022'. ~~-~~ To approve secondary acquisition of shares through Trust Special route for the implementation of 'KPIT Technologies Resolution Limited- Restricted Stock Unit Plan 2022'. -- ToapproveprovisionofmoneybytheCompanyfor Special subscription/acquisitionof its ownsharesby the Trust Resolution under the 'KPIT TechnologiesLimited- Restricted Stock Unit Plan 2022'. To approve amendments in 'KPIT TechnologiesLimited - Special Employee Stock Option Scheme 2079A'. Resolution Toapprovegrantofemployeestockoptionstothe Special employeesof subsidiarycompany(ies)of theCompany Resolution under "KPIT Technologies Limited - Employee Stock Option Scheme 2019A".
16	Toapprove
17 18

The Chairman informed that, the Company had provided to the Members the facility to cast their votes electronically, on all the resolutions set forth in the Notice. Members who were present at the AGM through VC/OAVM and had not cast their votes through remote e-voting, were provided an opportunity to cast their votes through lnsta Poll during the AGM. It was also informed that, Mr. Jayavant Shave, Proprietor, J. 8. Shave & Co., Practicing Company Secretaries, was appointed as the Scrutinizer to scrutinize the votes cast through the remote e-voting & lnsta Poll on all the resolutions as set out in the Notice of AGM and submit a report thereon.

The Chairman authorized the Company Secretary to receive the Consolidated Scrutinizers Reports. He further informed that these reports along with the voting results as required under Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 will be uploaded within prescribed time from the closure of the meeting and on submission of the same by Scrutinizer, on the website of the Company, Stock exchanges where securities of the Company are

KPIT Technologies Limited (Formerly KPIT Engineering Limited) Registered & Corporate Office: Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India.

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CIN: L74999PN2018PLC174192

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KP 11·

listed and KFin Technologies Limited, Registrar & Share Transfer Agent of the Company.

The Chairman thanked all the participants for[j] oining the AGM. The lnsta Poll was kept open for 15 minutes for members present at the AGM to vote, who had not cast their vote by remote e-voting. Thereafter, the Meeting concluded at 12.25 P.M. 1ST after the conclusion of 15 minutes provided for lnsta Poll at the Meeting.

Thanking you.

Yours faithfully,

For KPIT Technologies Limite Nida Deshpande J;) Company Secretary & Compliance•�i2tl:'l!l«'f'

KPIT Technologies Limited {Formerly KPIT Engineering Limited) Registered & Corporate Office: Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. CIN: L74999PN2018PLC174192

0 +91 20 6770 6000 E 1nfo@kpit.com W kpit.com