AI assistant
KPIT Technologies Ltd — Regulatory Filings 2024
Dec 20, 2024
59234_rns_2024-12-20_3172efc8-782a-45b8-8a41-8bdf5c5d7342.pdf
Regulatory Filings
Open in viewerOpens in your device viewer

KP 11·
December 20, 2024
BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400001.
Scrip ID: KPITTECH Scrip Code: 542651
Kind Attn: The Manager, Department of Corporate Services Dear Sir / Madam,
National Stock Exchange of India Ltd., Exchange Plaza, C/1, G Block, Bandra - Kurla Complex, Bandra (E), Mumbai – 400051.
Symbol: KPITTECH Series: EQ
Kind Attn: The Manager, Listing Department
Subject: - Voting Results of Postal Ballot through remote e-Voting process.
Ref:- Regulation 44 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations").
With reference to our letter dated November 19, 2024, regarding Postal Ballot Notice dated October 23, 2024, seeking approval of Members on following resolutions through Postal Ballot. The remote e-voting commenced on Thursday, November 21, 2024, at 09:00 AM IST and ended on Friday, December 20, 2024, at 05:00 PM IST.
In terms of Regulation 44(3) of the Listing Regulations, we are enclosing herewith the result of remote e-voting along with Scrutinizer's report. Based on the Report of the Scrutinizer, we hereby inform you that the below resolutions were passed by the Members with requisite majority.
| Resolution No. |
Particulars | Passed as |
|---|---|---|
| 1 | To approve the appointment of Mr. Vijay Keshav Gokhale (DIN: 09134089), as an Independent Director of the Company for a period of 3 (three) years with effect from October 23, 2024, to October 22, 2027. |
Special Resolution |
| 2 | To consider and approve raising of capital through issuance of equity shares or other eligible convertible securities for an amount up to INR 2,880 crores. |
Special Resolution |
The aforesaid Voting Results and the Scrutinizer's Report are also made available on the website of the Company https://www.kpit.com/investor-gov/ and on website of National Securities Depository Limited at www.evoting.nsdl.com.
Kindly take the same on your records. Yours faithfully,
For KPIT Technologies Limited
DESHPANDE NIDA YUNUS Digitally signed by DESHPANDE NIDA YUNUS Date: 2024.12.20 19:17:16 +05'30'
Nida Deshpande Company Secretary & Compliance Office
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
O +91 20 6770 6000
- E [email protected]
- W kpit.com
B.Com. LLB. Dip.lRPM,FCS J.B. Bhave & Co Company Secretaries
Office : Flat No. 9, Karan Aniket, Plot No. 37, Shri Varanasi Co-op Soc. Ltd Off Banglore-Mumbai Bye Pass, Behind Atul Nagar, Warje, Pune 411 058. Ph. : +91 020 - 25204357/59, E-mail : [email protected]
December 20, 2024
To, Ms. Nida Deshpande Company Secretary KPIT Technologies Limited Plot No. 17, Rajiv Gandhi Infotech Park, MIDC-SEZ, Phase-III, Maan, Taluka-Mulshi, Hinja wadi, Pune-411057, Maharashtra, India.
Subject: Report of Scrutinizer on Voting Process carried out through Postal Ballot ("Remote E-voting") conducted pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013 ("the Act") read with Companies (Management and Administration) Rules, 2014.
Dear Madam,
I refer to my appointment as the Scrutinizer for the purpose of scrutinizing the results of remote e-voting in respect of the following resolutions contained in the Postal Ballot Notice dated Wednesday, October 23, 2024. The remote e-voting period commenced from Thursday, November 21, 2024 at 9:00 AM (1ST) and ended on Friday, December 20, 2024 at 5:00 PM (1ST):
-
- To approve the appointment of Mr. Vijay Keshav Gokhale (DIN: 09134089), as an Independent Director of the Company for a period of 3 (three) years with effect from October 23, 2024, to October 22, 2027.
-
- To consider and approve raising of capital through issuance of equity shares or other eligible convertible securities for an amount up to INR 2,880 crores.
I have enclosed my Report to the Chairman of the Company on the Result of thee-voting process.
You are requested to take the same on record and acknowledge.
Thanking you. Yours faithfully,
For J. B. Bhave & Co. Company Secretaries
Jayavant B. Bhave FCS: 4266 CP: 3068 Scrutinizer appointed for the Postal Ballot E-voting process by the Board of Directors

B.Com. LL.B. Dip.lRPM,FCS J. IJ. !Jfwue & Co Company Secretaries
Office: Flat No. 9, Karan Aniket, Plot No. 37, Shri Varanasi Co-op Soc. Ltd Off Banglore-Mumbai Bye Pass, Behind Atul Nagar, Warje, Pune 411 058. Ph. : +91 020 - 25204357/59, E-mail : [email protected]
SCRUTINIZER'S REPORT
[Pursuant to Section 108 and Section 110 of the Companies Act, 2013 read with Companies (Management and Administration) Rules, 2014)
To, Mr. S. B. (Ravi) Pandit Chairman KPIT Technologies Limited Plot No. 17, Rajiv Gandhi Infotech Park, MIDC-SEZ, Phase III, Maan, Taluka-Mulshi, Hinjawadi, Pune 411057, India.
Subject: Report of Scrutinizer on Voting Process carried out through Postal Ballot ("Remote E-voting") conducted pursuant to the provisions of Sections 108 and 110 of the Companies Act, 2013 ("the Act") read with Companies (Management and Administration) Rules, 2014.
Dear Sir,
The Board of Directors of KPIT Technologies Limited ("the Company") issued the Postal Ballot Notice dated October 23, 2024 (hereinafter referred as "the Notice") and decided to provide to the members of the Company, the facility to exercise their voting rights through electronic voting on the resolutions as set out in the Notice ("remote e-voting"), in compliance with the provisions of Sections 108 and 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, read with Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and General Circular No. 09/2024 dated 19th September, 2024 issued by the Ministry of Corporate Affairs ("MCA Circulars").
I, Jayavant B. Bhave, Proprietor, M/ s. J. B. Bhave & Co., Company Secretaries, Pune having Membership No.: FCS 4266 and Certificate of Practice Number: 3068 have been appointed as the Scrutinizer by the Board of Directors at its meeting held on October 23, 2024 for the purpose of scrutinizing the results of remote e-voting in a fair and transparent manner and ascertaining the requisite majority for passing of the Resolutions as contained in the Notice and reproduced herein below:


Special Resolution No. 1: To approve the appoinhnent of Mr. Vijay Keshav Gokhale (DIN: 09134089), as an Independent Director of the Company for a period of 3 (three) years with effect from October 23, 2024 to October 22, 2027.
Special Resolution No. 2: To consider and approve raising of capital through issuance of equity shares or other eligible convertible securities for an amount up to INR 2,880 crores.
I hereby submit my Report on the Resolutions proposed in the Notice as under:
-
- The members of the Company whose names were recorded in the Register of Members or in the Register of Beneficial Owners maintained with the Depositories as on the Cut-off date i.e., Friday, November 15, 2024 were entitled to vote on the Resolutions in the Notice.
-
- The Notice was sent to all the Members on November 19, 2024, whose e-mail addresses were registered with the Company or with the Depositories/Depository Participants or with the Company's Registrar and Share Transfer Agent, KFin Technologies Limited.
-
- The Company has published an advertisement informing the completion of dispatch of the Notice to Members as of cut-off date through electronic mode in Indian Express and Financial Express (in English) and Loksatta (in Marathi) on November 20, 2024, in compliance with Regulation 47 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014.
-
- The votes exercised through the remote e-voting facility commenced from, Thursday, November 21, 2024 at 9:00 AM (IST) and ended on Friday, December 20, 2024 at 5:00 PM (IST) [both days inclusive]; being the last date for remote e-voting were considered for my scrutiny.
-
- After the closure of remote e-voting period at 5:00 PM (1ST) on Friday, December 20, 2024, I have unblocked the electronic votes in the presence of two witnesses not in the employment of the Company, for the purpose of this report.
-
- The details containing the list of the members who cast their votes electronically on the resolutions was downloaded from the e-voting system of National Securities Depository Limited ("NSDL") [URL: h ttps://www.evoting.nsdl.com].


-
- l have scrutinized, downloaded and counted the votes cast through remote e-voting facility and their particulars have been recorded in accordance with the Companies (Management and Administration) Rules, 2014 for the purpose of this Report.
-
- Members have in compliance with MCA Circulars, cast their votes through remote e-voting.
-
- The results of the remote e-voting are as under:
Summary of e-votes cast by remote e-voting
Resolution No. 1: To approve the appointment of Mr. Vijay Keshav Gokhale (DIN: 09134089), as an Independent Director of the Company for a period of 3 (three) years with effect from October 23, 2024 to October 22, 2027 - Special Resolution
z. Voted in Favour ofthe Resolution:
| Number of members | Number of votes cast by | % of total number of valid votes |
|---|---|---|
| voted | them | cast |
| 2216 | 193846782 | 99.9883 |
11 . Voted Against the Resolution:
| Number of members | Number of votes cast by | % of total number of valid votes | ||
|---|---|---|---|---|
| voted | them | cast | ||
| 74 | 22739 | 0.0117 |
m. Iuvalid Votes:
| Number of members whose votes were declared invalid |
Total Number of votes cast by them |
|
|---|---|---|
| 0 | 0 |


Resolution No. 2: To consider and approve raising of capital through issuance of equity shares or other eligible convertible securities for an amount up to INR 2,880 crores - Special Resolution
l. Voted in Favour of the Resolution:
| Number of members | Number of votes cast by | % of total number of valid votes | ||
|---|---|---|---|---|
| voted | them | cast | ||
| 2191 | 191865898 | 98.9667 |
zz. Vo ted Against the Resolution:
| Number of members | Number of votes cast by | % of total number of valid votes cast 1.0333 |
||
|---|---|---|---|---|
| voted 95 |
them 2003318 |
m. Invalid Votes:
| Number of members whose votes were declared | Total Number of votes cast by |
|---|---|
| invalid | them |
| 0 | 0 |
- The Register, all other papers, and relevant records relating to e-voting will be handed over to the Company for safe keeping.


Result:
Based on above result, Resolution Nos. 1 and 2 as mentioned above have secured the requisite majority of e-votes and are passed as Special Resolutions on December 20, 2024.
The Chairman or any other person of the Company duly authorised by the Chairman may accordingly declare the result of remote e-voting in respect of the Resolutions mentioned in the Notice.
Thanking You. Yours faithfully,
For J. B. Bhave & Co. Company Secretaries


For KPIT Technologies Limited Counter-signed by
Nida Deshpande Company Secretary MNo.: ~ G'2-41-
Jayavant B. Bhave Scrutinizer appointed for the Voting Process FCS: 4266 CP: 3068 UIN: S1999MH025400
PR. No.: 1238/2021 UDIN: F004266F003447673
Date: December 20, 2024 Place: Pune
We understand that the e-votes were unblocked from the e-voting website of NSDL i.e. www.evoting.nsdl.com in our presence at 5:05 P.M. on Friday, December 20, 2024.
AmeyKetkar Witness
Avadhut Kanitkar Witness
Jayavant B. Bhave
B.Com. LL.B. Dip.lRPM,FCS J. IJ. IJhave & Co Company Secretaries
Office : Flat No. 9, Karan Aniket, Plot No. 37, Shri Varanasi Co-op Soc. Ltd Off Banglore-Mumbai Bye Pass, Behind Atul Nagar, Warje, Pune 411 058. Ph. : +91 020 - 25204357/59, E-mail : [email protected]
December 20, 2024
To, Ms. Nida Deshpande Company Secretary KPIT Technologies Limited Plot No. 17, Rajiv Gandhi lnfotech Park, MIDC-SEZ, Phase-Ill, Maan, Taluka-Mulshi, Hinjawadi, Pune- 411057, Maharashtra, India
Subject: Voting results as per Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI (LODR) Regulations")
Dear Ms. Nida Deshpande,
In pursuance of the Regulation 44(3) of SEBI (LODR) Regulations, I hereby submit the voting results for Voting Process carried out through Postal Ballot ("Remote E-voting") commenced from Thursday, November 21, 2024 at 9:00 AM (1ST) and ended on Friday, December 20, 2024 at 5:00 PM (1ST).
The results of each of the resolutions proposed in the Remote E-voting are annexed herewith.
You are requested to take the same on record and acknowledge.
Thanking you.
For J. B. Bhave & Co. Company Secretaries
yavant B. Bhave
Company Secretary in Whole-time Practice FCS: 4266 CP: 3068 Scrutinizer appointed for the Postal Ballot E-voting process by the Board of Directors

| KPIT TECHNOLOGIES LIMITED | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Date of the conclusion of Postal Pallet | December 20, 2024 | |||||||||
| Total numbPr of shareholders on rPcord date | 623371 | |||||||||
| No. of shareholders nresent in the meetin" eitht>r in oerson or | ||||||||||
| Promn+0 rs and Promoter Groun: | Not Applicable | |||||||||
| Public: | Not Applicable | |||||||||
| No. of SharPholders attended the meetin" throu1>h Video | ||||||||||
| Promnters and Prnmoter Groun: | Not Applicable | |||||||||
| Puhli<: | Not Applicable | |||||||||
| Resolution No. 1 | ||||||||||
| Resolution required: (Ordinary/ Special) Whether |
SPECIAL -To approve the appointment of Mr. Vijay Keshav Gokhale (DIN: 09134089), as an Independent Director of the Company for a period of 3 (three) years with effect from October 23, 2024, to October 22, 2027. No |
|||||||||
| promoter/ promoter group are interested in the agenda/resoluti on? |
||||||||||
| Category | Mode of Voting | No. of shares No. of votes held (1) |
polled (2) | % of Votes Polled on outstanding shares (3)=[(2)/(1)]* ann |
in favour (4) | No. of Votes - No. of Votes - % of Votes in % of Votes against (5) |
favour on votes polled 0 |
against on votes polled (6)=[(4)/(2))10 (7)=[(5)/(2)]10 0 |
Votes Invalid | Votes Abstained |
| 108209805 | 100 | 108209805 | 0 | 100 | 0 | 0 | ||||
| Promoter and E-votinq | Poll | 108209805 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Promoter | Postal Ballot(if applicable\ | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Group | Total | 108214805 | 108209805 | 100 | 108209805 | 0 | 100 | 0 | 0 | |
| 67022308 | 7 4.95625019 | 67004029 | 18279 | 99.9727 | ||||||
| E-votinq | 0.0273 | 0 | ||||||||
| Public | Poll | 89415236 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| I nstitulions Postal Ballot(if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| Total | 89415236 | 67022308 | 7 4.95625019 | 67004029 | 18279 | 99.97272699 | 0.027273009 | 0 | ||
| E-votinq | 18637408 | 24.35664966 | 18632948 | 4460 | 99.9761 | 0.0239 | 0 | |||
| Public Non- | Poll | 76518767 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Institutions Postal Ballot(if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||
| Total | 76518767 | 18637408 | 24.35664966 | 18632948 | 4460 | 99.9761 | 0.0239 | 0 | ||
| Total | 274143808 | 193869521 | 70.71818343 | 193846782 | 22739 | 99.9883 | 0.0117 | 0 |

| KPIT TECHNOLOGIES LIMITED | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Date of the conclusion of Postal Pallot | December 20, 2024 | |||||||||
| Total numh<>r of <hareholders on="" r<="">cord date | 623371 | |||||||||
| No. of shareholders nresent in the meetin" either in nPrson or | ||||||||||
| PromotPrs and Promoter r.rnun: | Not APPiicabie | |||||||||
| Public: | Not Applicable | |||||||||
| No, of Shar.,holders attender! th" meetinP throuPh Video | ||||||||||
| Promn• 0 rs and Promoter Groun: | Not APPiicabie | |||||||||
| Publir: | Not APPiicabie | |||||||||
| Resolution No. 2 | ||||||||||
| Resolution required: (Ordinary/ Special) |
SPECIAL - To consider and approve raising of capital through issuance of equity shares or other eligible convertible securities for an amount up to INR 2,880 crores. | |||||||||
| Whether promoter/ promoter group are interested in the agenda/resoluti on? |
No | |||||||||
| Category | Mode of Voting | No. of shares No. of votes held (1) |
polled (2) | % of Votes Polled on outstanding shares (3)=[(2)/(1 ))* •nn |
in favour (4) | No. of Votes - No. of Votes - % of Votes in % of Votes against (5) |
favour on votes polled (6)=[(4)/(2))10 (7)=[(5)/(2)]10 0 |
against on votes polled 0 |
Votes Invalid Votes | Abstained |
| Promoter and E-votinq | 108209805 | 100 | 108209805 | 0 | 100 | 0 | 0 | 0 | ||
| Poll | 108209805 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Promoter | Postal Ballot(if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Group | Total | 108214805 | 108209805 | 100 | 108209805 | 0 | 100 | 0 | 0 | 0 |
| E-votinq | 67022308 | 74.95625019 | 65061247 | 1961061 | 97.0740 | 2.9260 | 0 | 0 | ||
| Public | Poll | 89415236 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Institutions Postal Ballot(if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Total | 89415236 | 67022308 | 74.95625019 | 65061247 | 1961061 | 97.0740 | 2.9260 | 0 | 0 | |
| E-votinq | 18637 103 | 24.35625106 | 18594846 | 42257 | 99. 77326412 | 0.226735883 | 0 | 0 | ||
| Public Non- Poll | 76518767 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Institutions Postal Ballot/if applicable) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Total | 76518767 | 18637103 | 24.35625106 | 18594846 | 42257 | 99.7733 | 0.2267 | 0 | 0 | |
| Total | 274143808 | 193869216 | 70.71807217 | 191865898 | 2003318 | 98.9667 | 1.0333 | 0 | 0 |
