SoftTech Engineers Limited — Regulatory Filings 2018

Sep 28, 2018

To. National Stock Exchange of India Limited Bandra-Kurla Complex Bandra (East) Mumbai - 400 051

SYMBOL: SOFTTECH

28^th September, 2018

Sub: Proceedings of 22^nd Annual General Meeting

Dear Sir/ Madam,

It is to inform you that the $22^{nd}$ Annual General Meeting (AGM) of the Company was held on Friday, 28^th September, 2018, at Mahratta Chamber of Commerce, Industries and Agriculture, Sumant Moolgaokar Auditorium, No. 1 (A Wing, Ground Floor), MCCIA Trade Tower, ICC Complex, 403. Senapati Bapat Road, Pune-411 016 at 2:30 P.M to transact business as stated in Notice convening 22^nd AGM dated 31^st August, 2018.

In this regard, please find enclosed herewith Summary of the proceedings of the Annual General Meetings of the Company as required pursuant to Regulation 30 of SEBI (LODR) Regulation 2015.

This is for your information and records.

Thanking you.

Yours Sincerely, For SoftTech Engineers Limited

$\omega$ ordt Aishwarya Patwardhan

Company Secretary Encl: As above

SoftTech Engineers Limited (formerly known as SoftTech Engineers Pvt. Ltd.) The Pentagon - 5A, 5^th Floor, Shahu College Road, Pune - 411 009, Maharashtra, India. T: +91 20 2421 7676 / 2421 8747 CIN: U30107PN1996PLC016718 E: sepl@softtech-engr.com | www.softtech-engr.com

SUMMARY OF PROCEEDING OF THE 22ND ANNUAL GENERAL MEETING OF SOFTTECH ENGINEERS LIMITED:

Date, time and venue:

Twenty Second Annual General Meeting of the Members of SoftTech Engineers Limited was held on Friday, 28^th September, 2018, at Mahratta Chamber of Commerce, Industries and Agriculture, Sumant Moolgaokar Auditorium, No. 1 (A Wing, Ground Floor), MCCIA Trade Tower, ICC Complex, 403, Senapati Bapat Road, Pune-411 016 at 2:30 P.M.

PROCEEDINGS AT THE MEETING:

Mr. Vijay Gupta, Chairman and Managing Director of the Company chaired the meeting. He welcomed the members present at the meeting. The requisite quorum being present, the Chairman called the meeting in order and introduced the Director present on the dias.

Present:

Mr. Vijay Gupta	Chairman and Managing Director
Mrs. Priti Gupta	Whole Time Director
Ms. Aishwarya Patwardhan	Company Secretary

The Chairman informed that Mr. Rahul Gupta, Mr. Sridhar Pillalamarri, Independent Directors and Mr. Ravi Mathur, Nominee Director were unable to attend meeting due to preoccupation.

Representatives of M/s. Walker Chandiok & Co LLP, Chartered Accountants Statutory Auditors, Mr. Devesh Tudekar, Secretarial Auditor for financial year 2018-19 and Scrutinizer were present at the meeting. Other senior executives of the Company were also present by invitation.

The Chairman informed the members that the Statutory Registers as required under the Companies Act, 2013 are available for inspection by any members till the conclusion of the meeting. The Annual Report was taken as read.

Thereafter Chairman commenced the proceedings of 22^nd Annual general Meeting.

The Chairman addressed the members on the performance of the Company and its future plans and activities. Since there are no qualifications, observations or comments on financial transactions or matters, which have any adverse effect on the functioning of the company mentioned in the auditor's report the same is not required to be read at this AGM according to Section 145 of the Companies Act, 2013.

The Chairman informed the Board that as per AGM notice, 4 proposals under Ordinary Business and 3 proposals under special business are proposed for approval of members as per details hereinunder

Ordinary Business:

• 1. To receive, consider and adopt the Audited financial statement as on 31^st March, 2018, and the Reports of the Board of Directors and the Auditors thereon.
• 1. To declare a final dividend on equity shares for the financial year ended on 31^st March, 2018.
• 1. To appoint a Director in place of Mrs. Priti Gupta (DIN: 01735673), who retires by rotation and, being eligible, offers herself for re-appointment.
• 1. To ratify appointment of M/s. Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration No. 001076N/N500013) as statutory Auditors for the remaining term of Three (3) years i.e. from the conclusion of this AGM till the conclusion of the 25th AGM to be held in the year 2021.

Special Business:

• 1. Revision in remuneration of Mrs. Priti Gupta, Whole-time Director of the Company.
• 1. Revision in remuneration of Mr. Vijay Gupta, Managing Director of the Company.
• 1. Approval of SoftTech Employees Stock Option Plan 2017 as per Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014.

The Chairman then invited members for discussion. The Chairman replied to the queries from members and noted the constructive suggestions of members.

The Chairman informed that the Company had provided to the members facility to cast their vote electronically on all the resolutions set forth in the notice and have appointed Mr. Devesh Tudekar, Practicing Company Secretary as a scrutinizer for remote e-voting as well as the voting through poll at the meeting. The Chairman requested those members who have not exercised the remote evoting facility may use the facility of poll paper for casting their vote on the resolutions as stated in AGM notice.

The members were informed that the results of the e-voting and poll will be declared on receipt of the scrutinizer's report within 48 hours from the AGM and shall be placed on the Company's website and will be sent to the stock exchanges.

Since there were no further queries / questions from the Members, the Chairman concluded the meeting with vote of thanks at 03.35 P.M.