Mastek Limited — AGM Information 2021

Sep 28, 2021

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Mastek Limited T +91 22 6722 4200 #106,107 SDF-IV Seepz, Andheri (East), F +91 22 6695 1331 Mumbai 400096, Maharashtra, India W www.mastek.com

SEC/75/2021-22 September 28, 2021

Listing Department

Listing Department

BSE Limited The National Stock Exchange of India Limited 25[th] Floor, Phiroze Jeejeebhoy Towers Exchange Plaza, C-1, Block G, Dalal Street, Fort Bandra Kurla Complex, Mumbai - 400 001 Bandra (E), Mumbai - 400 051 Tel No. 022- 22723121 Tel No.: 022- 26598100 Fax No. 022- 22721919 Fax No. 022-26598120 SCRIP CODE: 523704 SYMBOL: MASTEK

Dear Sir(s)/Ma’am(s),

Sub: Proceedings of 39th Annual General Meeting of the Company held on September 28, 2021 pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).

This is to inform you that the 39th Annual General Meeting (“AGM”) of the Company was held on Tuesday, September 28, 2021 at 5.00 p.m. (IST) through video conferencing / other audio visual means in accordance with the circular(s) issued by the Ministry of Corporate Affairs and the SEBI and the business mentioned in the Notice dated July 19, 2021 convening the AGM was transacted thereat. The Company also facilitated the live webcast of the proceedings.

In this connection, please find enclosed as Annexure I , the Summary of proceedings of the AGM of the Company pursuant to Regulation 30 read with Part A of Schedule III of the SEBI Listing Regulations and the Companies Act, 2013.

Request you to take the same on your record.

Thanking you,

Yours faithfully,

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Encl: AA

Regd. Off.: 804, 805 President House, Opp. C.N. Vidyalaya, Near Ambawadi Circle, Ambawadi, Ahmedabad - 380 006. Gujarat, India. Tel No: +91-79-2656--4337 E-mail: info@mastek.com CIN-l74140GJ1982PLC005215

Mastek Limited T +91 22 6722 4200 #106,107 SDF-IV Seepz, Andheri (East), F +91 22 6695 1331 Mumbai 400096, Maharashtra, India W www.mastek.com

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ANNEXURE I

SUMMARY OF PROCEEDINGS OF THE 39TH ANNUAL GENERAL MEETING

Mastek Limited (“the Company”) convened its 39th Annual General Meeting (“39th AGM” or “AGM” or “the Meeting”) through the two way Video Conferencing / Other Audio-Visual Means on Tuesday, September 28, 2021 , at 5.00 p.m. (IST) , in accordance with the applicable provisions of Companies Act, 2013 read with the Rules issued thereunder and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the circulars issued by Ministry of Corporate Affairs and the Securities and Exchange Board of India.

DIRECTORS AND OTHERS IN ATTENDANCE	DIRECTORS AND OTHERS IN ATTENDANCE	DIRECTORS AND OTHERS IN ATTENDANCE
Mr. S. Sandilya	Non - Executive Chairman & Independent Director
Mr. Ashank Desai	Vice - Chairman & ManagingDirector
Mr. Ketan Mehta	Non - Executive Director & Non - Independent Director
Mr. Atul Kanagat	Non - Executive & Independent Director
Mr. Rajeev Grover	Non - Executive & Independent Director
Mr. Hiral Chandrana	Global Chief Executive Officer
Mr. Arun Agarwal	Global Chief Financial Officer
Mr. Dinesh Kalani	CompanySecretary
SCRUTINISER
Mr. Prashant Mehta – Proprietor of P. Mehta & Associates, Practicing CompanySecretaries		Secretarial Auditor / Scrutiniser
Mr. Adi Sethna – Partner,Walker Chandiok & Co. LLP Chartered Accountants		StatutoryAuditor

Mr. S. Sandilya, Chairman of the Company chaired the Meeting.

1. Mr. Dinesh Kalani, Company Secretary welcomed all the Members and briefed them about certain procedural and technical aspects of the AGM with respect to joining the Meeting through VC, Process of e-voting and manner of asking questions by Speaker Shareholders;

2. Mr. S. Sandilya, Chairman of the Meeting, welcomed the Members attending the AGM of the Company and introduced the Directors, Global Chief Executive Officer, Global Chief Financial Officer and Company Secretary of the Company and informed the Members that the requisite quorum as required under the provisions of the Companies Act, 2013, was present, and declared the Meeting to be in order.

3. The Chairman informed the Members that the Company had taken all feasible efforts under the current circumstances to enable Members to participate through VC and vote at the AGM.

4. The Chairman then informed the Members that the Company had provided to the Members, the facility to cast their vote electronically through remote e-voting facility provided by National Securities Depository Limited (“NSDL”) which had commenced on Friday, September 24, 2021 at 9.00 a.m. IST till Monday, September 27, 2021 up to 5.00 p.m. (IST) , on all resolutions set forth in the Notice of the AGM. Members who were present at the AGM and who had not cast their vote electronically were provided an opportunity to cast their votes though e-voting during the Meeting and up to 15 minutes after the closure of AGM.

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Regd. Off.: 804, 805 President House, Opp. C.N. Vidyalaya, Near Ambawadi Circle, Ambawadi, Ahmedabad - 380 006. Gujarat, India. Tel No: +91-79-2656--4337 E-mail: info@mastek.com CIN-l74140GJ1982PLC005215

Mastek Limited T +91 22 6722 4200 #106,107 SDF-IV Seepz, Andheri (East), F +91 22 6695 1331 Mumbai 400096, Maharashtra, India W www.mastek.com

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1. Chairman announced that Mr. Prashant Mehta, Proprietor of P. Mehta & Associates, Practicing Company Secretaries has been appointed as the Scrutiniser to scrutinise the voting and Remote e- voting process in a fair and transparent manner.

With the consent of the Members, the Notice of the AGM (including the Addendum thereat), Statutory Auditors’ Report on the Standalone and Consolidated Audited Financial Statements for the Financial Year ended March 31, 2021 and the Secretarial Audit Report were taken as read, as there were no qualifications, observations or comments which have any adverse effect on the functioning of the Company.

Then Mr. Ashank Desai, Vice - Chairman & Managing Director and Mr. Hiral Chandrana, Global Chief Executive Officer, briefed the Members on the operational performance of the Company.

The Chairman then mentioned each of the following resolutions briefly:

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Sr. No. Details of the Resolution Resolution required
(Ordinary/ Special)
1. To receive, consider and adopt: Ordinary Resolution
a. the Audited Standalone Financial Statements of the Company for the
Financial Year ended March 31, 2021, together with the Reports of the
Board of Directors and Auditors thereon; and
b. the Audited Consolidated Financial Statements of the Company for the
Financial Year ended March 31, 2021, together with the Report of the
Auditors thereon.
2. To confirm an Interim Dividend paid of Rs. 5.50 per Equity Share and also Ordinary Resolution
to declare a Final Dividend of Rs. 9.00 per Equity Share (Face Value of
Rs. 5.00 each) for the Financial Year 2020–21.
3. To appoint a Director in place of Mr. Ashank Desai (DIN: 00017767), who Ordinary Resolution
retires by rotation in terms of Section 152(6) of the Companies Act, 2013
and being eligible, offers himself for re-appointment.
4. To consider Appointment of Mr. Ketan Mehta (DIN: 00129188) as a Ordinary Resolution
Director of the Company who shall be liable to retire by rotation.
5. To consider Appointment of Mr. Ashank Desai (DIN: 00017767) as Special Resolution
Managing Director designated as Vice - Chairman & Managing Director
of the Company.
6. To consider payment of Remuneration to Mr. Ashank Desai Special Resolution
(DIN: 00017767) as Managing Director designated as Vice - Chairman &
Managing Director of the Company.
VC & MD read the Resolution no. 7 as Chairman was interested in the said resolution.
7. To consider payment of Remuneration to Mr. S. Sandilya Special Resolution
(DIN: 00037542), Chairman (Non-Executive) & Independent Director of
the Company in excess of the limits prescribed under SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
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Regd. Off.: 804, 805 President House, Opp. C.N. Vidyalaya, Near Ambawadi Circle, Ambawadi, Ahmedabad - 380 006. Gujarat, India. Tel No: +91-79-2656--4337 E-mail: info@mastek.com CIN-l74140GJ1982PLC005215

Mastek Limited T +91 22 6722 4200 #106,107 SDF-IV Seepz, Andheri (East), F +91 22 6695 1331 Mumbai 400096, Maharashtra, India W www.mastek.com

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The Chairman then invited the Members to express their views, comments and queries on the Financial Statements and on the above resolutions and related matters. The Speaker Shareholders who were registered with the Company asked their queries / concerns and thereafter, the Chairman, Global Chief Executive Officer and Global Chief Financial Officer responded to the queries to their satisfaction.

Scrutinizers’ Report on remote e-voting and e-voting at the AGM along with voting results under Regulation 44 of the SEBI Listing Regulations will be declared and communicated to the Stock Exchanges within the prescribed time period and would be uploaded on the Company’s website, websites of National Stock Exchange of India Limited, BSE Limited and NSDL once made available to the Company.

The meeting concluded with a Vote of Thanks to the Chair.

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Regd. Off.: 804, 805 President House, Opp. C.N. Vidyalaya, Near Ambawadi Circle, Ambawadi, Ahmedabad - 380 006. Gujarat, India. Tel No: +91-79-2656--4337 E-mail: info@mastek.com CIN-l74140GJ1982PLC005215