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Tech Mahindra Declaration of Voting Results & Voting Rights Announcements 2021
35662_rns_2021-07-30_0dcbce61-72ec-427c-a27b-1c868732e2df.pdf
Declaration of Voting Results & Voting Rights Announcements
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Tech ——— Mahindra seco ae
30" July, 2021
To,
t Lf 120 IMH1S8B6P ee 14
Phiroze Jeejeebhoy Towers, Exchange Plaza, 5"" floor, Dalal Street, Plot No. - C/1, G Block, Scrip Code : 532755 Mumbai — 400 051 NSE Symbol : TECHM
BSE Limited National Stock Exchange of India Limited Mumbai — 400 001 Bandra-Kurla Complex, Bandra (E)
Subject: Outcome of 34" Annual General Meeting Ref.: Regulation 30 & 44(3) of SEBI (LODR) Regulations, 2015.
Dear Sir,
Pursuant to the provisions of Regulation 30 & Regulation 44(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby intimate the following details with regard to the voting results for the resolutions passed by the members at the 34" Annual General Meeting of the Company through Video Conferencing (VC)/ Other Audio Video Means (OAVM).
Date of the AGM : July 30, 2021 Total number of shareholders on 5,69,153 cut-off date:
Book Closure Date : July 27, 2021 to July 30, 2021 (Both days inclusive)
No. of Shareholders present in the meeting either in person or through proxy: Not Applicable
No. of Shareholders attended the meeting through video conferencing: Promoters and Promoter Group: 4 Public: 115
Detail of the Agenda: Agenda item wise details of voting results as approved by the shareholders through remote e-voting prior and e-voting during the AGM is attached along with this letter.
We are also enclosing the report of the Scrutinizer on remote e-voting prior and e-voting during the AGM and proceedings of the meeting. The above are also being uploaded on the Company's website www.techmahindra.com and on the website of National Securities Depository Limited www.evoting.nsdl.com.
This is for your information and record.
Thanking you, cece es vn For Tech Mahindra Limited
l iw yy Angl Khatri ye Company Secretary
Encl.: as above
Tech Mahindra
| No. | Sr. Agenda | RESULTS OF THE MEETINGResolutionrequired(Ordinary/Special) | Mode of Voting Remarks | |
|---|---|---|---|---|
| 1 To consider and adopt the Financial]for theCompanyof theStatementsfinancial year ended 31° March, 2021ofBoardoftheReportsandtheDirectors and Auditors thereon. | Ordinary | Remotee-voting prior and requisitee-votingduring the AGM | Passed withmajority | |
| 2 | adopt — the andconsider ToConsolidated Financial Statements ofyearfinancialtheCompanyfortheended 31% March, 2021 and the Reportof the Auditors thereon. | Ordinary | Remotee-voting prior and requisitee-votingduring the AGM | Passed withmajority |
| 3 | interimtheconfirm Todividend paid on Equity Shares and to(includingdividendFinaldeclareSharesEquitydividend)onspecialfinancialendedfortheyear31" March, 2021. | (special) Ordinary | Remotee-voting prior and requisitee-votingduring the AGM | Passed withmajority |
| 4 | Directorinplaceappointa To02719429),(DIN:AnishShahDr.beingandrotationretiresbywhohimself — forofferseligible,re-appointment. | of Ordinary | Remotee-voting prior and requisitee-votingduring the AGM | Passed withmajority |
| Manoj5 AppointmentofMr.(DIN: 05205447) as a Director of theCompany. | Bhat Ordinary | Remotee-voting prior and requisitee-votingduring the AGM | Passed withmajority |
| Tech Mahindra Limited | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Resolution Required : (Ordinary) | March, 2021. | 1 - Adoption of Financial Statements and Reports of the Board of Directors and Auditors thereon for the year ended 31st | |||||||
| Whether promoter/ promoter group are interested in the | No | ||||||||
| agenda/resolution?Category | Mode of | No. of votes | |||||||
| Voting | No. of | % of Votes PolledNo. of votes on outstanding Votes—in | No. of | No. ofVotes | % of Votes infavour on votes | % of Votes against | Invalid | ||
| shares held | polled | shares | favour | —Against | polled | on votes polled | |||
| E-Voting | [1] | [2]346225425 | [3}={[2]/[1]}*100100.0000} | [4]346225425 | [5]0 | 100.0000 | [6]={[4]/[2]}*100 [7}={[5]/[2]}*1000.0000 | [8] | |
| Promoter and Promoter | Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 00 | |
| Broup | Postal Ballot | 346225425 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| TotalE-Voting | 346225425437238471 | 100.0000]85.4087 | 346225425436163458 | 01075013 | 100.000099.7541 | 0.0000 | 0 | ||
| Poll | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.24590.0000 | 00 | ||
| Public Institutions | Postal Ballot | 511936676 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| Total | 437238471 | 85.4087} | 436163458 | 1075013 | 99.7541 | 0.2459 | |||
| E-Voting | 9.8724] | 0 | |||||||
| Poll | 109540360 | 0.0000 | 109527090 | 13270 | 99.98790.0000 | 0.01210.0000 | 00 | ||
| Public Non Institutions* | 110956001 | ||||||||
| Total | Postal BallotTotal | 969118102 | 010954036794417932 | 0.00009.8724 81.9733 | 010952709793341592 | 013271076340 | 0.000099.987999.8645 | 0.00000.01210.1355 | 00 |
*6,63,744 shares held by IEPF Authority are reduced from the category Public (Non Institutions) and the Total Paid up Capital
| Tech Mahindra Limited | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Resolution Required: (Ordinary) | 2021. | 2 - Adoption of Consolidated Financial Statements and Reports of the Auditors thereon for the year ended 31st March, | |||||||
| Whether promoter/ promoter group are interested in theagenda/resolution? | No | ||||||||
| Category | Mode ofVoting | % of Votes Polled | % of Votes in | No. of | |||||
| No. ofshares held | No. of votes)polled | on outstandingshares | -in favour —Against | No. of Votes /No. of Votes | favour on votespolled | % of Votes against]on votes polled | votesInvalid | ||
| E-Voting | [1] | [2]346225425 | [3}={[2]/[1]}*100100.0000) | [4]346225425 | [5] | [6]={[4]/[2]}*100 [7]={[5]/[2]}*100 | [8] | ||
| Promoter and Promoter | Poll | 346225425 | 0 | 0.0000 | 0 | 00 | 100.00000.0000 | 0.00000.0000 | 00 |
| Group | Postal Ballot | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 | |
| TotalE-Voting | 346225425437256271 | 100.0000]85.4122] | 346225425436181258 | 01075013 | 100.000099.7541 | 0.00000.2459 | 00 | ||
| Public Institutions | Poll | 511936676 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| Postal BallotTotal | 0437256271 | 0.000085.4122] | 0436181258 | 01075013 | 0.000099.7541 | 0.00000.2459 | 00 | ||
| E-VotingPoll | 109536550 | 9.8721]0.0000 | 109525410 | 1114 | 99.98980.0000 | 0.01020.0000 | 0 | ||
| Public Non Institutions* | 110956001 | 0 | |||||||
| 0 | |||||||||
| Total | Postal BallotTotal | 969118102] | 010953655794435351 | 0.00009.8721 81.9751] | 010952541793359224 | 011141076127 | 0.000099.989899.8645 | 0.00000.01020.1355 | 00 |
*6,63,744 shares held by IEPF Authority are reduced from the category Public {Non Institutions) and the Total Paid up Capital we ere oe
| Tech Mahindra Limited | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Resolution Required: (Ordinary) | Dividend) on Equity Shares for the financial year ended 31st March, 2021. | 3- To confirm the Interim (Special) Dividend paid on Equity Shares and to declare Final Dividend (Including Special | |||||||
| Whether promoter/ promoter group are interested in the | |||||||||
| agenda/resolution?Category | Mode of | = | |||||||
| Voting | No.of | No.ofvotes | % of Votes Polledonoutstanding | No. of Votes No. of Votes | % of Votes infavour on votes | % of Votes against] | No. ofvotes | ||
| shares held[1] | polled[2] | shares[3}={[2]/[1]}*100 | —in favour —Against[4] | [5] | polled | on votes polled[6]={141/[2]}*100 [7]={[5]/[2]}*100 | Invalid[8] | ||
| E-VotingPoll | 3462254250 | 100.0000}0.0000 | 3462254250 | 00 | 100.00000.0000 | 0.00000.0000 | 00 | ||
| Promoter and PromoterGroup | Postal Ballot | 346225425 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| Total | 346225425441711828 | 100.0000} | 346225425439617584 | 0 | 100.0000 | 0.0000 | 0 | ||
| E-VotingPoll | 0 | 86.2825]0.0000 | 0 | 20942440 | 99.52590.0000 | 0.47410.0000 | 00 | ||
| Public Institutions | Postal Ballot | 511936676 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| TotalE-Voting | 44171182810953209 | 86.2825]9.8717 | 43961758410952016 | 20942441193 | 99.525999.9891 | 0.47410.0109 | 00 | ||
| Public Non Institutions* | Poll | 110956001 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| Postal Ballot | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | |||
| Total | 10953209 | 9.8717} | 10952016 | 1193 | 99.9891 | 0.0109 | 0 |
*6,63,744 shares held by IEPF Authority are reduced from the category Public (Non Institutions) and the Total Paid up Capital
| Tech Mahindra Limited | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Resolution Required: (Ordinary) | 4 - Re-appointment of Dr. Anish Shah (DIN: 02719429) as a Director, who retires by rotation. | ||||||||
| Whether promoter/ promoter group are interested in theagenda/resolution? | ve | ||||||||
| Category | Mode ofVoting | No.of | No.of votes} | % of Votes Polledon outstanding Votes—in | No. of | No. ofVotes | % of Votes infavour on votes | % of Votes against] | No. ofvotes |
| shares held[1] | polled[2] | shares[3}={[2]/[1]}*100 | favour[4] | —Against[5] | polled | on votes polled[6]={[4]/[2]}*100 [7]={[5]/[2]}*100 | Invalid[8] | ||
| ircsinetier and mreneker | E-VotingPoll | 3462254250 | 100.0000}0.0000 | 3462254250 | 00 | 100.00000.0000 | 0.00000.0000 | 00 | |
| Group | Postal Ballot | 346225425 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| TotalE-Voting | 346225425436935089 | 100.0000 85.3494] | 346225425391340760) | 045594329 | 100.000089.5650 | 0.000010.4350 | 00 | ||
| Public Institutions | Poll | 511936676 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| Postal Ballot | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 | ||
| TotalE-Voting | 43693508910951084 | 85.3494)9.8698] | 391340760)10889095 | 4559432961989 | 89.565099.4339 | 10.43500.5661 | 00 | ||
| Public Non Institutions* | Poll | 110956001 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| Total | Postal BallotTotal | 969118102) | 010951084794111598 | 0.00009.8698}81.9417} | 010889095748455280) | 061989456563138 | 0.000099.433994.2506 | 0.00000.56615.7494 | 000 |
*6,63,744 shares held by IEPF Authority are reduced from the category Public (Non Institutions) and the Total Paid up Capital arent
| Resolution Required : (Ordinary) | Tech Mahindra Limited | 5 - Appointment of Mr. Manoj Bhat (DIN: 05205447) as a Director of the Company. | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Whether promoter/ promoter group are interested in theagenda/resolution? | No | ||||||||
| Category | Mode ofVoting | % of Votes in | No. of | ||||||
| No. of shares}held | No. of votespolled | % of Votes Polled on No. of Votes No. of Votes favour on votesoutstanding shares —in favour | —Against | polled | % of Votes against]on votes polled Invalid | votes | |||
| E-Voting | [1] | [2]346225425 | [3]={[2]/[1]}*100100.0000} | [4]346225425 | [5]0 | 100.0000 | [6]={[4]/[2]}*100 [7]={[5]/[2]}*1000.0000 | [8]0 | |
| Promoter and Promoter Group | PollPostal Ballot | 346225425 | 00 | 0.00000.0000 | 00 | 00 | 0.00000.0000 | 0.00000.0000 | 0 |
| TotalE-Voting | 346225425436935089 | 100.0000]85.3494] | 346225425427294960 | 09640129 | 100.000097.7937 | 0.00002.2063 | (0)00 | ||
| Public Institutions | Poll | 511936676 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0) |
| Postal BallotTotal | 0436935089 | 0.000085.3494) | 0427294960 | 09640129 | 0.000097.7937 | 0.00002.2063 | 00 | ||
| E-VotingPoll | 109509570 | 9.86960.0000 | 108893310 | 616260 | 99.43730.0000 | 0.56270.0000 | 00 | ||
| Public Non Institutions* | Postal Ballot | 110956001 | 0 | 0.0000 | 0 | 0 | 0.0000 | 0.0000 | 0 |
| Total | Total | 969118102 | 10950957794111471 | 9.869681.9417 | 10889331784409716 | 616269701755 | 99.437398.7783 | 0.56271.2217 | 0.0 |
*6,63,744 shares held by IEPF Authority are reduced from the category Public (Non Institutions) and the Total Paid up Capital
ik Bh we by (, B.Com. LL.B. Dip.|RPM,FCS . . 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]
30" July, 2021
To Tech Mahindra Limited Gateway Building, Apollo Bunder, Mumbai 400 001
Kind Attn: Mr. Anil Khatri- Company Secretary
Sub: Report of Scrutinizer on Remote e-voting and e-voting conducted at the 34 Annual General Meeting (AGM) held through Video Conference ("VC")/ Other Audio Visual Means ("OAVM")
Dear Mr. Anil Khatri
| refer to my appointment as Scrutinizer to scrutinize the voting Process (including Remote E-voting and e-voting at the AGM) in respect of the following resolutions contained in the Notice of Thirty Fourth Annual General Meeting of your company held on 30" July, 2021 through Video Conference ("VC")/ Other Audio Visual Means ("OAVM"):
A. Ordinary Business
-
- To consider and adopt the Financial Statements of the Company for the financial year ended 31* March, 2021 and the Reports of the Board of Directors and Auditors thereon.
-
- To consider and adopt the Consolidated Financial Statements of the Company for the financial year ended 31% March 2021 and the Report of the Auditors thereon.
-
- To confirm the Interim (Special) Dividend paid on Equity Shares and to declare Final Dividend (Including Special Dividend) on Equity Shares for the financial year ended 31 March, 2021.
- 4, To appoint a Director in place of Dr. Anish Shah (DIN: 02719429), who retires by rotation and being eligible, offers himself for re-appointment.
B. Special Business
- Appointment of Mr. Manoj Bhat (DIN: 05205447) as a Director of the Company.
| now enclose the following:
- a. My report to the Chairman of the Company on the result of the remote e-voting and e-voting at the AGM and
- b. The register showing the particulars of the e-votes registered on the National Securities Depository Limited (NSDL) (for remote e-voting and at the AGM) and the consolidated results of voting.
You are requested to take the same on record and acknowledge. Yours faithfully
Thanking you
Jayavant B. Bhave FCS 4266 CP 3068 Scrutinizer appointed for the Voting process by the Board of Directors Place: Pune
Jayavant B. Bhave j ig M8 we by (', 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]
Consolidated Report of Scrutinizer on E-voting Process Remote e-voting and e-voting conducted at the 34" Annual General Meeting (AGM) held through Video Conference ("VC")/ Other Audio Visual Means ("OAVM")]
[Pursuant to Section 108 of the Companies Act, 2013 read with Companies (Management and Administration) Rules, 2014; further read with various circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India from time to time.
30" July 2021
To Mr. Anand Mahindra Chairman Tech Mahindra Limited Gateway Building, Apollo Bunder, Mumbai 400001
Sub: Consolidated Report of Scrutinizer on E-voting Process [Remote e-voting and e-voting conducted at the 34' Annual General Meeting (AGM) held through VC/ OAVM conducted pursuant to the provisions of Section 108 and Section 109 of the Companies Act, 2013 ('the Act') read with Companies (Management and Administration) Rules, 2014 further read with the MCA Circulars and the SEBI Circulars and in compliance with the provisions of the Act and the SEBI (LODR) Regulations, 2015.
Dear Sir,
The Board of Directors of Tech Mahindra Limited ('the Company') have vide resolution passed on 26" April 2021, decided to provide to the members of the Company, facility to exercise their voting right on the resolutions as set out in the notice of Thirty Fourth Annual General Meeting ('AGM') held on 30" July 2021 through VC/ OAVM, by way of remote e-voting and e-voting conducted at the AGM.
The MCA vide its general circulars has allowed companies to convene AGM through VC/ OAVM during the present times of COVID-19 Pandemic crisis. Voting by means of a poll at the AGM by filling physical ballot papers is therefore dispensed with as no physical AGM is convened. Members who have not voted during remote e-voting period but attended the AGM, are now allowed to cast their vote by e-voting conducted at the AGM. The e-voting process thus includes the consolidated number of e-votes cast during the remote e-voting period and the e-votes cast at the AGM.
|, Jayavant B, Bhave, Company Secretary in Whole time Practice having Membership Number: FCS 4266 and Certificate of Practice Number: 3068 have been appointed as the Scrutinizer by the Board of Directors of the Company vide resolution passed on 26" April, 2021 as required under Section 108 and 109 of the Companies2 Act, 2013 and Rule 20(4)(xi) of the Companies (Management and
Administration) Rules, 2014 for the purpose of scrutinizing the E-Voting Process; in a fair and transparent manner and ascertaining the requisite majority for passing of resolutions as contained in the notice convening the 34" AGM of the Company held on 30" July, 2021 through VC/OAVM and the same are reproduced herein below:
A. Ordinary Business
-
- To consider and adopt the Financial Statements of the Company for the financial year ended 31* March 2021 and the Reports of the Board of Directors and Auditors thereon.
-
- To consider and adopt the Consolidated Financial Statements of the Company for the financial year ended 31% March 2021 and the Report of the Auditors thereon.
-
- To confirm the Interim (Special) Dividend paid on Equity Shares and to declare Final Dividend (Including Special Dividend) on Equity Shares for the financial year ended 31% March, 2021.
-
- To appoint a Director in place of Dr. Anish Shah (DIN: 02719429), who retires by rotation and being eligible, offers himself for re-appointment.
B. Special Business
- Appointment of Mr. Manoj Bhat (DIN: 05205447) as a Director of the Company.
The management of the Company is responsible to ensure the compliance with the requirements of the Companies Act, 2013 and Rules thereunder relating to Remote E-voting/ E-voting at the AGM. My responsibility as a scrutinizer for the voting process is restricted to ensure that the voting process is conducted in a fair and transparent manner and make the Scrutinizer's Report of the votes cast "in favour" or "against" the above resolutions, based on the reports generated from the E-Voting System provided by the National Securities Depository Limited (NSDL), the authorized agency to provide Remote E-voting/ E-voting at the AGM facilities and engaged by the company for that purpose.
The Notice of AGM dated 26" April 2021 convening the Thirty Fourth Annual General Meeting of the Company to be held through VC/OAVM, on Friday, 30" July, 2021 at 4.00 p.m. IST, was sent through electronic mode to the members of the Company and the members of the Company holding shares on the cut-off date i.e. Friday, 23" July, 2021 were entitled to vote on the above-mentioned resolutions proposed as set out in the Notice of Thirty Fourth Annual General Meeting.
In this regard, | submit my report as under:
-
- The remote E-voting period commenced from Tuesday, 27" July, 2021 (9:00 a.m. IST) and ended on Thursday, 29" July, 2021 (5:00 p.m. IST).
-
- After the conclusion of AGM on 30" July, 2021, | have downloaded, scrutinized and counted the Votes cast through remote e-voting and e-voting at the AGM, for the purpose of this report.
LB Blew & C,
Company Secretaries
- LB Blaw & C. Company Secretaries
-
- | have unblocked the electronic votes cast through remote e-voting and e-voting at the AGM in the presence of the witnesses not in the employment of the Company from the e-voting website of NSDL (https://www.evoting.nsdl.com).
- 4, The consolidated results of the e-voting process are as follows:
Resolution No. 1- To consider and adopt the Financial Statements of the Company for the financial ear ended 31*t March 2021 and the Reports of the Board of Directors and Auditors thereon
Votes in Favour of the resolution:
| 3.of NSDL (https://www.evoting.nsdl.com).4,The consolidated results of the e-voting process are as follows:Resolution No. 1- To consider and adopt the Financial Statements of the Companyear ended 31*t March 2021 and the Reports of the Board of Directors and Auditors thereonVotes in Favour of the resolution: | have unblocked the electronic votes cast through remote e-voting and e-voting at the AGM inthe presence of the witnesses not in the employment of the Company from the e-voting websitefor the financial | ||
|---|---|---|---|
| NumberofMemberswhotheir votes | cast Number of votes cast | Percentage to total votes cast | |
| 3028 | 793341592 | 99.8645 | |
| Votes Against of the resolution: | |||
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | ||
| 11 | 1076340 | 0.1355 | |
| Votes Invalid: | |||
| NumberofMembers | whose Number of invalid votes cast | ||
| votes were declared invalid | by them | ||
| 0 | 0 | ||
| the financial year ended 31° March 2021 and the Report of the Auditors thereon | Resolution No. 2- To consider and adopt the Consolidated Financial Statements of the Company for | ||
| Votes in Favour of the resolution: | |||
| Number ofMemberswhotheir votes | cast Number of votes cast | Percentage to total votes cast | |
Votes Against of the resolution:
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | |
|---|---|---|
| 11 | 1076340 | 0.1355 |
Votes Invalid:
| NumberofMembersvotes were declared invalid | whose Number of invalid votes castby them |
|---|---|
| 0 | 0 |
Resolution No. 2- To consider and adopt the Consolidated Financial Statements of the Company for the financial year ended 31° March 2021 and the Report of the Auditors thereon
Votes in Favour of the resolution:
| Resolution No. 1- To consider and adopt the Financial Statements of the Company | for the financialear ended 31*t March 2021 and the Reports of the Board of Directors and Auditors thereon | ||
|---|---|---|---|
| Votes in Favour of the resolution: | |||
| NumberofMemberswhotheir votes | cast Number of votes cast | Percentage to total votes cast | |
| 3028 | 793341592 | 99.8645 | |
| Votes Against of the resolution: | |||
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | ||
| 11 | 1076340 | 0.1355 | |
| Votes Invalid:NumberofMembersvotes were declared invalid | by them | whose Number of invalid votes cast | |
| 0 | 0 | ||
| Memberswho | cast Number of votes cast | Percentage to total votes cast | |
| 3024 | 793359224 | ||
| Percentage to total votes cast | |||
| Resolution No. 2- To consider and adopt the Consolidated Financial Statements of the Company for99.8645 | |||
| 9 | 1076127 | 0.1355 | |
| ofMembers | whose Number of invalid votes cast | ||
| by them | |||
| the financial year ended 31° March 2021 and the Report of the Auditors thereonVotes in Favour of the resolution:Number oftheir votesVotes Against of the resolution:Number of Members who cast Number of votes casttheir votesVotes Invalid:Numbervotes were declared invalid |
Votes Against of the resolution:
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | |
|---|---|---|
| 9 | 1076127 | 0.1355 |
Votes Invalid:
| NumberofMembersvotes were declared invalid | whose Number of invalid votes castby them |
|---|---|
Resolution No. 3- To confirm the Interim (Special) Dividend paid on Equity Shares and to declare Final Dividend (Including Special Dividend) on Equity Shares for the financial year ended 31° March, 2021.
Votes in Favour of the resolution:
| Resolution No. 3- To confirm the Interim | (Special)Dividend | paid on EquityShares and to declare Final | |
|---|---|---|---|
| Dividend(IncludingSpecial Dividend) | on Equity | Shares for the financial | year ended 31° March, 2021. |
| Votes in Favour of the resolution:Number ofMemberswho | cast Number of votes cast | Percentage to total votes cast | |
| their votes | |||
| 3014 | 796795025 | 99.7377 | |
| Votes Against of the resolution:Number of Members who cast Number of votes cast | Percentage to total votes cast | ||
| their votes | |||
| 20 | 2095437 | 0.2623 | |
| Votes Invalid:NumberofMembers | whose Number of invalid votes cast | ||
| votes were declared invalid | by them | ||
| 0 | 0 | ||
| Resolution No. 4- To appoint a Director inrotation and being eligible, offers himself for re-appointment. | place of Dr. Anish Shah | (DIN: 02719429),who retires b | |
| Votes in Favour of the resolution: | |||
| cast Number of votes cast | Percentage to total votes cast | ||
| NumberofMemberswhotheir votes | 748455280 | 94.2506 | |
| 2781 | |||
| Votes Against of the resolution:Number of Members who cast Number of votes cast | Percentage to total votes cast | ||
| their votes223 | 45656318 | 5.7494 |
Votes Against of the resolution:
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | |
|---|---|---|
| 20 | 2095437 | 0.2623 |
Votes Invalid:
| NumberofMembersvotes were declared invalid | whose Number of invalid votes castby them |
|---|---|
| 0 | 0 |
Resolution No. 4- To appoint a Director in place of Dr. Anish Shah (DIN: 02719429), who retires b rotation and being eligible, offers himself for re-appointment.
Votes in Favour of the resolution:
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | ||
|---|---|---|---|
| 20 | 2095437 | 0.2623 | |
| Votes Invalid: | |||
| NumberofMembersvotes were declared invalid | by them | whose Number of invalid votes cast | |
| 0 | 0 | ||
| Votes in Favour of the resolution:NumberofMemberswhotheir votes | cast Number of votes cast | Percentage to total votes cast | |
| 2781 | 748455280 | 94.2506 | |
| Votes Against of the resolution: | |||
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | ||
| 223 | 45656318 | 5.7494 | |
| Votes Invalid: | |||
| NumberMembersofvotes were declared invalid | by them | whose Number of invalid votes cast | |
| 0 | 0 | ||
| Resolution No. 5- Appointment of Mr. Manoj Bhat (DIN: 05205447) as a Director of the Company | |||
| Votes in Favour of the resolution: |
Votes Against of the resolution:
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | |
|---|---|---|
| 223 | 45656318 | 5.7494 |
Votes Invalid:
| NumberMembersofvotes were declared invalid | whose Number of invalid votes castby them |
|---|---|
| 0 | 0 |
Resolution No. 5- Appointment of Mr. Manoj Bhat (DIN: 05205447) as a Director of the Company
Votes in Favour of the resolution:
| their votes | |||
|---|---|---|---|
| 2781 | 748455280 | 94.2506 | |
| Votes Against of the resolution: | |||
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | ||
| 223 | 45656318 | 5.7494 | |
| Votes Invalid: | |||
| MembersNumberofvotes were declared invalid | by them | whose Number of invalid votes cast | |
| 0 | 0 | ||
| Resolution No. 5- Appointment of Mr. Manoj Bhat (DIN: 05205447) as a Director of the Company | |||
| Votes in Favour of the resolution: | |||
| NumberofMemberswhotheir votes | cast Number of votes cast | Percentage to total votes cast | |
| 2906 | 784409716 | 98.7783 | |
LB Bla & Cy
Company Secretaries
1B Blaw & C, Company Secretaries
Votes Against of the resolution:
| Votes Against of the resolution: | |||
|---|---|---|---|
| Number of Members who cast Number of votes casttheir votes | Percentage to total votes cast | ||
| 93 | 9701755 | 1.2217 | |
| Votes Invalid: | |||
| NumberofMembers | whose Number of invalid votes cast | ||
| votes were declared invalid | by them |
Votes Invalid:
| NumberofMembersvotes were declared invalid | whose Number of invalid votes castby them |
|---|---|
| 0 | 0 |
- The Register, all other papers and relevant records relating to voting shall remain in our custody until the Chairman considers, approves and signs the minutes of Thirty Fourth Annual General Meeting and the same will be handed over to the Company Secretary thereafter.
Result:
All the five resolutions have secured requisite majority of votes and therefore, passed as Ordinary Resolutions.
The Chairman of Annual General Meeting or Company Secretary of the Company may accordingly declare the result of voting.
Thanking You, Yours faithfully,
Jayavant B. Bhave And Khatri FCS 4266 CP 3068 FCS 9360 Scrutinizer appointed for the
UDIN: F004266C000715231 PR NO.: 1238/2021
Date: 30" July, 2021
A\ A ow
Voting process Company Secretary
The Scrutinizer unblocked the votes from the e-voting system of NSDL in our presence at 7:02 p.m. on Friday, 30" July, 2021
wer
Witness Witness
A
Ruchi Bhave Keyuri Meghani
Tech Mahindra
SUMMARY OF PROCEEDINGS OF THE 34" ANNUAL GENERAL MEETING
The 34" Annual General Meeting ("AGM") of the members of Tech Mahindra Limited (the "Company") was held on Friday 30" July, 2021 at 4.00 P.M. IST through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") in compliance with the applicable provisions of the Companies Act, 2013, General Circular No. 20/2020 dated May 5, 2020 and General Circular No. 02/2021 dated January 13, 2021 issued by the Ministry of Corporate Affairs ("MCA") and Circulars dated May 12, 2020 and January 15, 2021 issued by the Securities and Exchange Board of India ("SEBI").
| SUMMARY OF PROCEEDINGS OF THE 34" ANNUAL GENERAL MEETING | |||
|---|---|---|---|
| The 34" Annual General Meeting ("AGM") of the members of Tech Mahindra Limited (the | |||
| "Company") was held on Friday 30" July, 2021 at 4.00 P.M. IST through Video Conferencing | |||
| ("VC") / Other Audio Visual Means ("OAVM") in compliance with the applicable provisions | |||
| of the Companies Act, 2013, General Circular No. 20/2020 dated May 5, 2020 and General | |||
| Circular No. 02/2021dated January | 13, 2021 | issued by the Ministry of Corporate Affairs | |
| ("MCA") and Circulars dated May 12, 2020 and January 15, 2021 issued by the Securities and | |||
| Exchange Board of India ("SEBI"). | |||
| Following Directors were present:- | |||
| Sr. | Name | Designation | AttendedthroughVC/OAVM from |
| No. | |||
| L, | Mr. Anand Mahindra | ChairmanManaging Director & CEO Noida | New Jersey, USA |
| 2. | Mr. C. P. Gurnani | ||
| Bi | Mr. T. N. Manoharan | Lead Independent Director _ Chennai | Mumbai |
| 4. | Dr. Anish Shah | Non-Executive Director | |
| 3 | Mr. M. Damodaran | Independent Director | New Delhi |
| 6. | Mr. Haigreve Khaitan | Independent Director | Mumbai |
| 7 | Mr. Manoj Bhat | Non-Executive Director | Pune |
| 8. | Ms. M. Rajyalakshmi Rao | Independent Director | Mumbai |
| Ms. Mukti Khaire | |||
| 9. | Independent Director | New York, USA | |
| 10. | Ms. Shikha Sharma | Independent Director | Mumbai |
| In | attendance | ||
| Sr.No. | Name | Designation | AttendedthroughVC/OAVM from |
| 1. | Mr. Milind Kulkarni | Chief Financial Officer | Pune |
| 2. | Mr. Anil Khatri | Company Secretary | Pune |
| 3, | Mr, Jamil Khatri | & Co.Partner,RBS | LLP, Mumbai |
| Statutory Auditors | |||
| 4, | Mr. Makarand Lele | Secretarial Auditors | Pune |
| 5. | Mr. Jayavant B. Bhave | M/s. J B Bhave & Co., | Pune |
| Company Secretaries - |
| Sr.No. | Name | Designation | AttendedthroughVC/OAVM from |
|---|---|---|---|
| 1. | Mr. Milind Kulkarni | Chief Financial Officer | Pune |
| 2. | Mr. Anil Khatri | Company Secretary | Pune |
| 3, | Mr, Jamil Khatri | & Co.Partner,RBSStatutory Auditors | LLP, Mumbai |
| 4, | Mr. Makarand Lele | Secretarial Auditors | Pune |
| 5. | Mr. Jayavant B. Bhave | M/s. J B Bhave & Co.,Company Secretaries -Scrutinizer | Pune |
Members present: 119 Members attended through Video conferencing
In terms of the Articles of Association, Mr. Anand Mahindra, Chairman took the Chair, welcomed the members and after ascertaining that the requisite quorum was present conducted the proceedings. He introduced the members of the Board and other officials present at the meeting. The Chairman thereafter requested the Company Secretary to brief the members regarding the regulatory matters and general instructions pertaining to the Annual General Meeting.
Mr. Anil Khatri, Company Secretary welcomed the members of the Company and briefed that due to COVID-19 pandemic and social distancing norms, the meeting is being held through VC/OAVM using NSDL's WebEx platform in accordance with the circulars and guidelines issued by MCA and SEBI. It was also informed that the Memorandum & Articles of Association, ESOP Certificate issued by Statutory Auditors, Statutory Registers as required to be kept under the Companies Act, 2013 are open for inspection on the website of the Company. He further informed the process to participate at the meeting and joining Q&A session by the speaker shareholders and live streaming of the AGM is also being webcast on NSDL website.
Mr. Anil Khatri, Company Secretary briefed that Notice calling the AGM, Directors report and Auditors report be taken as read. The Chairman thereafter delivered his speech.
He further informed that remote e-voting arrangements had been made and the resolutions put to vote are as under-
-
- To consider and adopt the Financial Statements of the Company for the financial year ended 31* March, 2021 and the reports of the Board of Directors and Auditors thereon.
-
- To consider and adopt Consolidated Financial Statements of the Company for the financial year ended 31" March, 2021 and the Report of the Auditors thereon.
-
- To confirm the interim (special) dividend paid on Equity Shares and to declare Final Dividend (including special dividend) @Rs. 30/- per share for the financial year ended 31* March, 2021.
-
- To appoint a Director in place of Dr. Anish Shah (DIN: 02719429) who retires by rotation and being eligible offer himself for re-appointment.
-
- To consider appointment of Mr. Manoj Bhat (DIN: 05205447) as a Director of the Company.
Chairman informed that Mr. Jayavant B. Bhave, Proprietor M/s. J B Bhave & Co., Company Secretaries, has been appointed as the Scrutinizer to scrutinize the votes cast during the meeting and through remote e-voting method.
Chairman thereafter invited registered speaker members who wish to seek clarifications on the financial statements and the proposed resolutions and answered to their queries/questions.
After the Q&A session voting lines were kept open for 15 minutes to the shareholders to vote.
Chairman thereafter informed the members that the meeting is concluded. 9 """"" *
