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KPIT Technologies Ltd AGM Information 2024

Aug 27, 2024

59234_rns_2024-08-27_3baa2868-c964-4537-ae61-2844c3a1b661.pdf

AGM Information

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==> picture [562 x 92] intentionally omitted <==

August 27, 2024

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

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

Scrip ID: KPITTECH Scrip Code: 542651

Symbol: KPITTECH Series: EQ

Kind Attn: The Manager, Department of Corporate Services

Kind Attn: The Manager, Listing Department

Dear Sir / Madam,

Subject: - Outcome of the 7[th] Annual General Meeting (‘AGM’) of KPIT Technologies Limited (‘the Company’).

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

The 7[th] AGM of the Company was held on Tuesday, August 27, 2024 , 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 - III 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 Limited

DESHPANDE Digitally signed by DESHPANDE NIDA YUNUS NIDA YUNUS Date: 2024.08.27 13:50:50 +05'30'

Nida Deshpande Company Secretary & Compliance Officer

Encl: as above

O +91 20 6770 6000 E [email protected] W kpit.com

KPIT Technologies Limited Registered & Corporate Office: Plot No. 17, Rajiv Gandhi Infotech Park, MIDC-SEZ, Phase-III, Maan, Taluka-Mulshi, Hinjawadi, Pune-411057, India. CIN: L74999PN2018PLC174192

Summary of proceedings of the 7[th] Annual General Meeting (“AGM”)

The 7[th] Annual General Meeting (“AGM” / “Meeting”) of KPIT Technologies Limited ('the Company') was held on Tuesday, August 27, 2024, at 10.30 p.m. (IST) through Video Conferencing and Other Audio Visual Means (“VC/OAVM”). The deemed venue of the AGM was the Registered Office of the Company, i.e., Plot No. 17, Rajiv Gandhi Infotech Park, MIDC-SEZ, Phase-III, Maan, Taluka-Mulshi, Hinjawadi, Pune - 411057, Maharashtra, India. 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. B. (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 explained that Prof. Rajiv Lal expressed his inability to attend this AGM due to difference in time zone. 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.

There were 71 Members who 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, Audit Reports & documents as mentioned in the Notice of the AGM, were kept open for inspection electronically during the meeting.

Mr. S. B. (Ravi) Pandit, Chairman of the Board apprised the Shareholders on KPIT’s 5-year Journey, KPIT’s Commitment to world, ECOVOYAGE and other Green Initiatives at KPIT-Small acts create a large impact, Thereafter, Mr. Kishor Patil, CEO & Managing Director of the Company presented, Trusted Partner to the Mobility Industry, and Financials Performance for the Financial Year 2023-24.

Notice, Board’s Report, the Audited Financial Statements and Audited Consolidated Financial Statements for the financial year 2023-24 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 resolution 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 the Chairman, except for Resolution No. 5 & 6 as mentioned below, which was taken up by Mr. Anant Talaulicar, Independent Director & Chairman of Nomination & Remuneration (HR) Committee of the Company.

The following business items were transacted at the Meeting: -

Sr.
No.
Description of Resolutions Nature of resolution
Ordinary/Special
1 To receive, consider and adopt the Audited
Financial Statements for the financial year ended
March 31, 2024, together with the reports of the
Auditors and the Board of Directors thereon.
Ordinary Resolution
2 To receive, consider and adopt the Audited
Consolidated
Financial
Statements
for
the
financial year ended March 31, 2024, together with
the report of the Auditors thereon.
Ordinary Resolution
3 To declare final dividend for the financial year
ended March 31, 2024.
[The Board has recommended final dividend at Rs
4.60/- per equity share of Rs. 10/- each (at 46%)
in addition to interim dividend paid at Rs. 2.10/-
per equityshare of Rs. 10/- each(at 21%)]
Ordinary Resolution
4 To appoint a director in place of Mr. Sachin Tikekar
(DIN: 02918460) who retires by rotation and being
eligible,offers himself for reappointment.
Ordinary Resolution
5 To appoint a director in place of Mr. S. B. (Ravi)
Pandit (DIN: 00075861) who retires by rotation and
beingeligible,offers himself for reappointment.
Ordinary Resolution
6 To approve the continuation of Mr. S. B. (Ravi)
Pandit (DIN: 00075861) to hold office beyond the
age of 75 years, as a Non-executive Director and
Chairman of the Board, liable to retire by rotation,
with effect from March 29,2025.
Special Resolution

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 during the AGM. It was also informed that, Mr. Jayavant Bhave, Proprietor, J. B. Bhave & Co., Company Secretary in Whole-time Practice (Membership No: 4266), was appointed as the Scrutinizer to scrutinize the votes cast through the remote e-voting & e-voting during the AGM 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, on submission of the same by Scrutinizer will be uploaded within prescribed time from the closure of the meeting, on the website of the Company, Stock exchanges i.e. BSE & NSE and National Securities Depository Limited (NSDL).

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., Tuesday, August 27, 2024.

The Chairman thanked all the participants for joining the AGM. The e-voting during the AGM 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 11.50 A.M. IST after the conclusion of 15 minutes provided for e-voting during the AGM.

Thanking you.

Yours faithfully,

For KPIT Technologies Limited

DESHPANDE Digitally signed by DESHPANDE NIDA YUNUS NIDA YUNUS Date: 2024.08.27 13:51:19 +05'30'

Nida Deshpande Company Secretary & Compliance Officer