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Ramco Systems Ltd AGM Information 2022

Aug 10, 2022

60779_rns_2022-08-10_50a9f5e3-d9ac-4c62-be2d-3ccb7fe98a3a.pdf

AGM Information

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August 10, 2022

National Stock Exchange of India Ltd., Exchange Plaza, 5[th] Floor Plot No:C/1, G Block Bandra Kurla Complex, Bandra (E) Mumbai – 400 051 Scrip: RAMCOSYS

BSE Ltd., Corporate Relationship Department Phiroze Jeejheebhoy Towers Dalal Street, Mumbai – 400 001 Scrip: 532370

Sub: Press Release

Sub: Proceedings of 25[th] Annual General Meeting (AGM) of the Company held on August 10, 2022 Ref: Regulation 30(6) read with clause 13 of Schedule III, Part A, Para A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Pursuant to the said Regulation, please find enclosed the summary of the proceedings of 25[th] AGM held through Video Conferencing on August 10, 2022.

The aforesaid intimation is also being hosted on the website of the Company www.ramco.com.

Kindly take on record the same.

Thanking you,

For RAMCO SYSTEMS LIMITED VIJAYA RAGHAVAN N E COMPANY SECRETARY

Encl: 25[th] AGM Proceedings

Ramco Systems Limited

Corporate Office: 64, Sardar Patel Road, Taramani, Chennai 600 113, Tamilnadu, India. Tel: +91 44 2235 4510 / 6653 4000, Fax: +91 44 2235 5704│CIN : L72300TN1997PLC037550

Registered Office: 47, P.S.K. Nagar, Rajapalayam 626 108, Tamilnadu, India. Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa

www.ramco.com

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SUMMARY OF THE PROCEEDINGS OF 25[TH] ANNUAL GENERAL MEETING (“AGM” / “MEETING”) OF RAMCO SYSTEMS LIMITED

Day & Date & Time of the Meeting : Wednesday, August 10, 2022 @ 3.00 PM IST Mode of the Meeting : Video Conferencing / Other Audio-Visual Means (“VC”)

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DIRECTORS PRESENT CATEGORY / POSITION ATTENDED THROUGH
VC FROM
Mr. P R Venketrama Raja Chairman & Chairperson of VC/ Chennai
Stakeholders’ Relationship
Committee
Mrs. Soundara Kumar Independent Director & VC/Chennai
Chairperson of Audit
Committee
Mr. M M Venkatachalam Independent Director & VC/ Chennai
Chairperson of Nomination
and
Remuneration Committee
Mr. A V Dharmakrishnan Non-Executive Director VC/ Chennai
Mr. R S Agarwal Independent Director VC/ Mumbai
Mr. Sankar Krishnan Non-Executive Director VC/ Bangalore
Justice Mr. P P S Janarthana Raja Independent Director VC/ Chennai
(Retd.)
Mr. P V Abinav Whole-Time Director VC/ Bangalore
Ramasubramaniam Raja
IN ATTENDANCE
Mr. Vijaya Raghavan N E Company Secretary VC/ Chennai
BY INVITATION
Mr. Raghuveer Sandesh Bilagi Chief Operating Officer (COO) VC/ Melbourne, Australia
Mr. R Ravi Kula Chandran Chief Financial Officer (CFO) VC/ Chennai
Mr. K Srinivasan Partner, M S Jagannathan & N VC/ Chennai
Krishnaswami, Chartered
Accountants, Statutory
Auditors
Also, the Scrutinizer for this
Meeting
Mr. K Sriram & Mr. R Partners, M/s. S Krishnamurthy VC/ Chennai
& Co., Company Secretaries,
Sivasubramanian
Secretarial Auditors
Mr. G Chella Krishna, Mrs. Representing M/s. SRSV & VC/ Chennai
Associates, Internal Auditor
Madura Ganesh
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A total of 63 Members attended the Meeting through video conferencing. The Meeting commenced at 03:00 PM.

Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com

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The Company Secretary welcomed the Members and informed that the Meeting was being conducted through VC, in compliance with the applicable provisions of the Companies Act, 2013 (“The Act”) and the Rules made thereunder, the Circulars & Notifications issued by the Securities and Exchange Board of India (“SEBI”) & Ministry of Corporate Affairs (“MCA”) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR") and requested the Chairman to preside over the Meeting.

Mr. P R Venketrama Raja, Chairman of the Company, presided over the Meeting.

The Chairman confirmed that the quorum was present and called the Meeting to order.

The Chairman welcomed the Members and requested them to take part in the proceedings of the Meeting conducted through VC and informed that he was satisfied that all efforts feasible under the circumstances have indeed been made by the Company to enable Members to participate and vote on the items being considered in the Meeting.

The Chairman informed that, all the Directors were present in the Meeting through VC and introduced them.

The Chairman further confirmed that the invitees were present.

The Company Secretary informed the Members that, the Company had provided remote e- voting facility through Central Depository Services Limited to all Members (who held shares as on the cut-off date August 03, 2022) to vote on the resolutions to be considered at the 25[th] AGM. The Company Secretary further informed the Members that the e-voting process/ process for attending the AGM had been explained in the 25[th] AGM Notice. For those persons who had acquired shares between July 08, 2022 and August 03, 2022, the 25[th] AGM Notice along with the Annual Report 2021-22, had been emailed to them individually.

The Company Secretary further informed the Members that, the remote e-voting commenced at 9.00 A.M. on August 07, 2022 and ended at 5.00 P.M. on August 09, 2022. Members attending the Meeting through VC and who have not already casted their votes by remote e- voting may exercise their voting right during the Meeting.

The Company Secretary further informed the Members that, the Notice of 25[th] AGM along with the Board’s Report, Secretarial Auditor’s Report, Corporate Governance Report, Management Discussion & Analysis Report, Business Responsibility Report, Statutory Auditor’s Report and Financial Statements (both Standalone and Consolidated) for the year ended March 31, 2022, have already been circulated to the Members who held shares as on Annual Report despatch cut-off date i.e July 08, 2022. The Company Secretary added that since there was no request to read the 25[th] AGM Notice and the other documents referred to above in the Meeting, the same were being taken as read. The Company Secretary further informed that, there were no qualifications or other adverse remarks in the Audit Reports issued by the Statutory Auditors as well as the Secretarial Auditors.

The Company Secretary further informed the Members that, the Registers/ documents as required under the Act, Statutory Auditors’ Report and Certificate from the Secretarial Auditors

Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com

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under SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 regarding implementation of Employee Stock Option Schemes/ Plan, as required to be placed for Members inspection were available electronically for inspection by the Members and that the Members seeking to inspect such registers/ documents can send their request to [email protected].

The Chairman delivered his speech, along with the presentation, during the course of which, he explained about the change in leadership, financial highlights, order booking, revenue, business unit wise operations, profitability, cash flow, innovation and R & D initiatives, human resources and outlook for the financial year 2022-23.

The session was then opened for Questions and Answers and the Company Secretary informed that the Company had made necessary arrangements for the two-way communication in the Meeting, for those Members desirous of expressing their views or to ask questions during the Meeting. The Company Secretary called upon those speaker shareholders who registered themselves to speak. It was ascertained that no speaker shareholder did turn up.

The Company Secretary then read out the resolutions on which the Members were required to vote.

ORDINARY BUSINESS – ORDINARY RESOLUTION:

RESOLUTION NO: 1 – ADOPTION OF ACCOUNTS

“RESOLVED THAT the Board’s Report and the Company’s Separate (Standalone) and Consolidated Audited Financial Statements for the year ended 31[st] March 2022, and the Auditors’ Reports thereon be and are hereby considered and adopted”.

RESOLUTION NO: 2 – RETIREMENT BY ROTATION AND REAPPOINTMENT

“RESOLVED THAT Mr. P R Venketrama Raja (DIN: 00331406), who retires by rotation be and is hereby reappointed as a Director of the Company”.

RESOLUTION NO: 3 – REAPPOINTMENT OF STATUTORY AUDITORS

RESOLVED THAT in terms of Section 139, 142 and other applicable provisions of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or amendment(s) thereto or re- enactment(s) thereof for the time being in force) M S Jagannathan & N Krishnaswami, Chartered Accountants, holding Firm Registration No: 001208S be and are hereby re-appointed as Statutory Auditors of the Company for a second term of 5 (five) consecutive financial years commencing from 2022-23 and to hold office from the conclusion of 25th Annual General Meeting un-till the conclusion of the 30th Annual General Meeting to be held in the year 2027.”

Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com

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“RESOLVED FURTHER THAT the Auditors shall be paid for the financial year 2022-23, a remuneration of Rs.20,00,000/- (Rupees Twenty lakhs only) (exclusive of applicable taxes and Out-of-pocket expenses) for statutory audit.”

RESOLVED FURTHER THAT for the financial years 2023-24, 2024-25, 2025-26 and 202627, the Board of Directors is authorized to fix the remuneration based on the recommendation of the Audit Committee.”

“RESOLVED FURTHER THAT the Board of Directors and/or the Chief Financial Officer and/or the Company Secretary be and are hereby authorized to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds and things as may be necessary, expedient and desirable for the purpose of giving effect to this resolution”.

SPECIAL BUSINESS – SPECIAL RESOLUTION:

RESOLUTION NO: 4 – REAPPOINTMENT OF MR. P V ABINAV RAMASUBRAMANIAM RAJA

RESOLVED THAT in accordance with the provisions of Sections 196, 197, 198, 203, Schedule V and other applicable provisions of the Companies Act, 2013 read with Rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (including any statutory modification(s) or amendment(s) thereto or re-enactment(s) thereof for the time being in force) and the Articles of Association of the Company, approval of the Members of the Company be and is hereby accorded to the re-appointment of Mr. P V Abinav Ramasubramaniam Raja (DIN: 07273249), as a whole time key managerial personnel, in the position of Manager with the designation as Whole Time Director, for a period of 2 (two) years from June 04, 2022 to June 03, 2024 at a remuneration not exceeding 5% of the net profits of the Company, calculated as per Section 197(1), read with Section 198 of the Companies Act, 2013, with authority to the Board of Directors based on the recommendation of the Nomination and Remuneration Committee, to alter and vary the terms of remuneration, as it may deem fit and to fix the quantum, composition and periodicity of the remuneration.”

RESOLVED FURTHER THAT in case he draws remuneration as a whole time key managerial personnel from another Company, the quantum of remuneration payable by the Company shall be determined in such a manner that the total remuneration payable by both the Companies (in the aggregate) shall not exceed the higher maximum limit permissible for any one of the Companies.”

RESOLVED FURTHER THAT where in any financial year during the currency of his tenure, the Company has no profits or inadequate profits, he shall be paid the minimum remuneration as may be determined by Board of Directors based on the recommendation of the Nomination and Remuneration Committee which shall have the authority to decide on the quantum, composition and periodicity of payment of such minimum remuneration within the limit prescribed under (A) of Section II, Part II of Schedule V of the Companies Act, 2013.”

Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com

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RESOLVED FURTHER THAT in addition to the above remuneration, he shall also be eligible for fees to attend Meetings of the Board or any Committee thereof or for any other purpose whatsoever as may be decided by the Board, as provided in Section 197(5) of the Companies Act, 2013.”

RESOLVED FURTHER THAT Mr. P V Abinav Ramasubramaniam Raja, shall not be liable to retire by rotation during his above specified tenure as Manager.”

RESOLUTION NO: 5 – APPROVAL OF EMPLOYEE STOCK OPTION SCHEME - 2022

RESOLVED THAT pursuant to the provisions of Section 62(1)(b) and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made there under (including any statutory amendment thereto or re-enactment thereof), Regulation 6(1) and other applicable provisions, if any, of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (“SEBI (SBEB & SE) Regulations”), the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”), as amended from time to time, relevant provisions of the Memorandum of Association and Articles of Association of the Company and any other applicable and prevailing Statutory Guidelines / Circulars in that behalf and subject further to such other approval(s), consent(s), permission(s), and / or sanction(s) as may be necessary from the appropriate Regulatory Authority(ies) / institution(s) and such conditions and modifications as may be prescribed / imposed by the appropriate Regulatory Authority(ies) / institution(s) while granting such approval(s), consent(s), permission(s) and / or sanction(s), the consent of the Members of the Company be and is hereby accorded for approval of Employee Stock Option Scheme – 2022 (hereinafter referred to as “ESOS 2022”/ “Scheme”) and the Board of Directors (hereinafter referred to as the “Board of Directors/the Board” which term shall be deemed to include any Committee, including the Nomination and Remuneration Committee, which the Board of Directors has constituted to exercise its powers, including the powers, conferred by this resolution) be and is hereby authorized to create, grant, offer, issue and allot under the Scheme, in one or more tranches, not exceeding 15,00,000 (Fifteen lakhs) Employee Stock Options (“Options”), excluding the Options lapsed / forfeited / surrendered, which may be granted again, (or such other adjusted figure for any bonus, stock splits or consolidations or other reorganization of the capital structure of the Company as may be applicable from time to time), to or for the benefit of Employees and Directors of the Company, its Group Company(ies) including its Subsidiary Company(ies) or its Associate Company(ies), in India or outside India, of the Company (as permitted under the applicable laws from time to time), (“Employees”) exercisable into notmore than 15,00,000 (Fifteen lakhs) Equity Shares (“Shares”) of face value of Rs. 10/- each (or such other adjusted figure for any bonus, stock splits or consolidations or other reorganization of the capital structure of the Company as may be applicable from time to time) on such terms and in such manner as the Board of Directors may decide in accordance with the provisions of the applicable laws and the provisions of the Scheme.”

Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com

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RESOLVED FURTHER THAT the Non-Executive Directors of the Company, excluding Independent Directors, be granted up to a maximum of 200,000 Options per annum and up to a maximum of 400,000 Options in the aggregate under the Scheme.”

RESOLVED FURTHER THAT the Scheme shall be administered by the Nomination and Remuneration Committee (“Committee”) of the Company who shall have all the necessary powers as defined in the Scheme and is hereby designated as Compensation Committee in pursuance of the SEBI (SBEB & SE) Regulations for the purpose of administration and implementation of the Scheme.”

RESOLVED FURTHER THAT the Scheme shall be implemented through direct route, for extending the benefits to the eligible Employees by the way of fresh allotment and will follow cash mechanism.”

RESOLVED FURTHER THAT the Shares, to be issued and allotted by the Company under the Scheme shall rank pari passu in all respects with the then existing Equity Shares of the Company.”

RESOLVED FURTHER THAT the Company shall conform to the applicable Accounting Policies, Guidelines or Accounting Standards as may be applicable from time to time, including the disclosure requirements prescribed therein.”

RESOLVED FURTHER THAT the Board of Directors, subject to compliance with the SEBI (SBEB & SE) Regulations and other applicable Laws, Rules and Regulations be and are hereby authorized at any time to modify, change, vary, alter, amend, suspend or terminate the Scheme and to do all such acts, deeds, matters and things as it may in its absolute discretion deems fit for such purpose and also to settle any issues, questions, difficulties or doubts that may arise in this regard and further to execute all such documents, writings and to give such directions and/or instructions as may be necessary or expedient to give effect to such modification, change, variation, alteration, amendment, suspension or termination of the Scheme and do all other things incidental and ancillary thereof.”

RESOLVED FURTHER THAT the Board of Directors be and are hereby authorized to do all such acts, deeds, and things, as it may, in its absolute discretion deem necessary including but not limited to appoint Advisors, Merchant Bankers, Consultants or Representatives, being incidental for the effective implementation and administration of the Scheme and to make applications to the appropriate Authorities, for their requisite approvals and take all necessary actions and to settle all such questions, difficulties or doubts whatsoever that may arise while implementing this resolution.”

RESOLVED FURTHER THAT the Board of Directors be and are hereby also authorized to nominate and appoint one or more persons for carrying out any or all of the activities that the Board of Directors are authorized to do for the purpose of giving effect to this resolution.”

Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com

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RESOLUTION NO: 6 – APPROVAL FOR GRANT OF STOCK OPTIONS TO THE EMPLOYEES OF GROUP COMPANY(IES) INCLUDING ITS SUBSIDIARY COMPANY(IES) OR ITS ASSOCIATE COMPANY(IES) IN INDIA AND OUTSIDE INDIA OF THE COMPANY UNDER EMPLOYEE STOCK OPTION SCHEME - 2022

RESOLVED THAT pursuant to the provisions of Section 62(1)(b) and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made there under (including any statutory amendment thereto or re-enactment thereof), Regulation 6(3)(c) and other applicable provisions, if any, of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (“SEBI (SBEB & SE) Regulations”), the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR”), as amended from time to time, relevant provisions of the Memorandum of Association and Articles of Association of the Company and any other applicable and prevailing statutory Guidelines / Circulars in that behalf and subject further to such other approval(s), consent(s), permission(s), and / or sanction(s) as may be necessary from the appropriate Regulatory Authority(ies) / institution(s) and such conditions and modifications as may be prescribed / imposed by the appropriate Regulatory Authority(ies) / institution(s) while granting such approval(s), consent(s), permission(s) and / or sanction(s), the consent of the Members of the Company be and is hereby accorded to the Board of Directors (hereinafter referred to as the “Board of Directors/the Board”) which term shall be deemed to include any Committee, including the Nomination and Remuneration Committee, which the Board of Directors has constituted to exercise its powers, including the powers, conferred by this resolution) to extend the benefits of Employees Stock Option Scheme – 2022 (hereinafter referred to as “ESOS 2022”/ “Scheme”) including the grant of Employee Stock Options (“Options”) and issuance of Equity Shares (“Shares”) thereunder, to such Employees and Directors of the Group Company(ies) including its Subsidiary Company(ies) or its Associate Company(ies), in India or outside India, of the Company, (as permitted under the applicable laws from time to time), (“Employees”) on such terms and in such manner as the Board of Directors may decide in accordance with the provisions of the applicable laws and the provisions of the Scheme.”

“RESOLVED FURTHER THAT the Shares, to be issued and allotted by the Company under the Scheme shall rank pari passu in all respects with the then existing Equity Shares of the Company.”

RESOLVED FURTHER THAT the Company shall conform to the applicable Accounting Policies, Guidelines or Accounting Standards as may be applicable from time to time, including the disclosure requirements prescribed therein.”

“RESOLVED FURTHER THAT the Board of Directors be and are hereby authorized to do all such acts, deeds, and things, as it may, in its absolute discretion deem necessary for the effective implementation and administration of the Scheme and to make applications to the appropriate Authorities, for their requisite approvals and take all necessary actions and to settle all such questions, difficulties or doubts whatsoever that may arise while implementing this resolution.”

Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com

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“RESOLVED FURTHER THAT the Board of Directors be and are hereby also authorized to nominate and appoint one or more persons for carrying out any or all of the activities that the Board of Directors are authorized to do for the purpose of giving effect to this resolution.”

The Chairman informed the Members that Mr. K Srinivasan, Chartered Accountant (Membership No:21510), Partner, M/s. M S Jagannathan & N Krishnaswami, Chartered Accountants had been appointed as the Scrutiniser to scrutinise the voting and submit his consolidated report to him or to the Company Secretary.

The Chairman informed that, voting results along with the scrutinizer report would be submitted to the stock exchanges within 48 hours from the conclusion of the AGM as provided under Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the same would be placed on the website of the Company and would also be provided to Central Depository Services (India) Limited.

The Chairman thanked all the Directors for their support, the COO and his team and the participants for having attended the Meeting.

It was announced that the e-voting system will remain open till 15 minutes after the conclusion of the Meeting to enable those who wish to vote.

The Meeting ended with a vote of thanks to the Chair.

Meeting concluded at 03:25 PM and the required Quorum was present throughout the Meeting.

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Ramco Systems Limited

Corporate Headquarters : 64, Sardar Patel Road, Taramani, Chennai 600 113, lndia I Tel: +91 44 2235 4510 / 66534000 Fax: +91 44 2235 2884 I CIN : L72300TN1997PLC037550 l Registered Office :47, P.S.K. Nagar, Rajapalayam 626 108, lndia

Global Offices: India│Singapore│ Malaysia│Indonesia│HongKong│China│Vietnam│Macau│Japan│Philippines│Australia│ New Zealand│UAE│Saudi Arabia│USA│Canada│United Kingdom│Germany│Switzerland│Spain│Sudan│South Africa www.ramco.com