Uniinfo Telecom Services Limited — AGM Information 2022

Sep 29, 2022

==> picture [506 x 62] intentionally omitted <==

To,

Date: 29[th] September, 2022

The Secretary – Listing Department

National Stock Exchange of India Limited Exchange Plaza, C-1, Block G,

Bandra Kurla Complex,

Bandra (E), Mumbai–400051

Ref: Scrip Code/Symbol: UNIINFO

Subject: Submission of summary of proceedings of the 12[th] Annual General Meeting of the Company held on 29[th] September, 2022 pursuant to Regulation 30 of SEBI (LODR) Regulations, 2015.

Dear Sir/Madam,

We are enclosing herewith proceedings pursuant to the provisions of Regulation 30 read with Part A of Schedule III of the SEBI (LODR) Regulations, 2015 of 12[th] Annual General Meeting (AGM) of the Company held on Thursday, 29[th] September, 2022, at 12.00 PM and concluded at 12.25 PM through Video Conferencing /Other Audio-Visual Means (OVAM).

Please note that results of e-voting will be intimated to you separately upon receipt of Report from the Scrutinizer within 48 hours from the conclusion of the Annual General Meeting.

Kindly take the same on your records and oblige.

Thank You,

For Uniinfo Telecom Services Limited

ASTHA Digitally signed by ASTHA JAIN JAIN Date: 2022.09.29 13:47:08 +05'30'

Astha Jain

Company Secretary and Compliance Officer

Enclosed: Proceedings of the 12[th] Annual General Meeting

==> picture [519 x 54] intentionally omitted <==

==> picture [506 x 62] intentionally omitted <==

PROCEEDING OF THE 12[TH] ANNUAL GENERAL MEETING OF UNIINFO TELECOM SERVICES LIMITED HELD ON THURSDAY THE 29[TH] SEPTEMBER 2022, THROUGH VIDEO CONFERENCING OR OTHER AUDIO VIDEO MEANS (OAVM) FOR WHICH PURPOSES THE CORPORATE OFFICE OF THE COMPANY SITUATED AT 403, CHETAK CENTRE, 12/2 R.N.T MARG, INDORE (M.P.) WAS DEEMED AS THE VENUE FOR THE MEETING AT 12:00 P.M. AND CONCLUDED AT 12:15 PM.

The 12[th] Annual General Meeting (the "AGM") of the Members of Uniinfo Telecom Services Limited (the "Company") was held on Thursday, September 29, 2022 at 12.00 P.M. through video conferencing ("VC"), in compliance with the applicable provisions of the Companies Act, 2013, the General Circular No. 14/2020 dated April 8, 2020, General Circular No. 17/2020 dated April 13, 2020 and General Circular No. 20/2020 dated May 5, 2020, Circular No. 02/2021 dated January 13, 2021, General Circular No. 21/2021 dated December 14, 2021 and General Circular No. 2/2022 dated May 05, 2022, issued by the Ministry of Corporate Affairs ("MCA") and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").

PRESENCE IN THE MEETING THOUGH VC/OAVM:

A. DIRECTORS:

1. Mr. Kishore Kumar Bhuradia - Chairman & Managing Director

2. Mr. Pranay Kumar Parwal - Wholetime Director 3. Mr. Anil Kumar Jain - Wholetime Director 4. Mr. Prakash Chandra Chhajed - Independent Director 5. Mrs. Sudha Rathi - Independent Director

3. Mr. Pramod Deogirikar - Independent Director

B. OFFICERS IN PRESENCE:

1. Mr. Anil Kumar Jain - Chief Financial Officer (CFO)

2. CS Astha Jain - Company Secretary & Compliance Officer

C. SPECIAL INVITEES:

1. CS Manish Maheshwari - Secretarial Auditor & Scrutinizer for E-Voting 2. CA Abhay Sharma - Statutory Auditor

The Company Secretary informed that as on the cut-off date i.e., 22[nd] September, 2022 there were 1720 Members in the Company and in order to have a valid quorum at least 15 members are required to be present, out of them total 18 Members attended the meeting through Video Conferencing.

==> picture [519 x 54] intentionally omitted <==

==> picture [506 x 62] intentionally omitted <==

PROCEEDINGS OF THE MEETING:

As per Article 102 of the Article of Association of the Company. Shri Kishore Kumar Bhuradia, Chairman of the Company occupied the Chair for the Meeting. The requisite quorum being present, the Chairman called the meeting in order. The Company Secretary informed the members that the meeting is being held through video conferencing in accordance with the circulars and guidelines issued MCA and SEBI. The Chairman introduced the members of the Board and other officials present at the meeting.

The Company Secretary informed that the Company has enabled the Members to participate at the 12[th] AGM through the Video Conferencing. It was further informed that the Members have been provided with the facility to exercise their right to vote by electronic means, both through remote e-voting and e- voting at the AGM in accordance with the provisions of the Companies Act, 2013 and SEBI Listing Regulations. The Members joining the meeting through Video Conferencing, who have not casted their vote by means of remote a-voting, may vote through e-voting facility provided at the AGM.

The Chairman delivered his speech to the members at the AGM.

Thereafter, the Company Secretary informed the Members that electronic copies of the Annual Report for financial year 2021-22 have been sent to all the members who’s E-mail Ids were registered with the Company or Depository Participant(s). It was also informed that the original documents including the Register of Director's Shareholding, Register of Contracts, copies of Audited Financial Statements, etc., were available for inspection. However, the Company has not received any request from any shareholder for inspection.

The Company Secretary informed to the members that pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and Regulation 44 of SEBI (LODR) Regulations, 2015, and as per the Circulars issue by MCA for conducting meeting through Video Conferencing, the Company had provided the remote e voting facility through the platform of CDSL to the members of the Company to vote on the resolutions in respect of the business to be transacted at the AGM. The facility to cast e-vote was also made available during the AGM.

The Company Secretary informed that as per provisions of Companies Act, 2013 and the SEBI (LODR), Regulations, 2015. The company has provided to the members the facility to casts their vote through Remote E-voting. The electronic voting was commenced on 9:00 A.M. of 26[th] September, 2022 had already been completed at 5.00 P.M. on 28[th] September, 2022 and e-voting was also conducted in the General Meeting. Further, the company received no query from any shareholder of the Company.

The Company Secretary further informed that the Company has appointed CS Manish Maheshwari Practicing Company Secretary (FCS 5174 and CP 3860) as scrutinizer to scrutinize the remote e-voting prior and during the AGM in a fair and transparent manner.

==> picture [519 x 54] intentionally omitted <==

==> picture [506 x 62] intentionally omitted <==

The Company Secretary informed the members with respect to the business to be transacted at the Meeting. As per notice dated 05[th] September, 2022 convening the 12[th] Annual General Meeting of the Company the following businesses were transacted at the Meeting.

Ordinary Business

1. To receive, consider and adopt the Audited Financial Statements (including the Consolidated Financial Statements) of the Company for the year ended 31[st] March, 2022, including the Audited Balance Sheet as on 31[st] March, 2022, the statement of profit and loss and Cash Flow Statement for the year ended and the Reports of the Board of Directors and Auditors Report thereon and, in this regard, pass the following Resolution as an Ordinary Resolution .

2. To appoint a director in place of Mr. Anil Kumar Jain (DIN: 00370633), Wholetime Director who is liable to retire by rotation at this Annual General Meeting and being eligible offers himself for reappointment and in this regard, pass the following resolution as an Ordinary Resolution.

Special Business

1. To approve the Re-appointment of Mr. Kishore Kumar Bhuradia (DIN: 03257728) as Managing Director of the Company for a period of five years w.e.f. 29[th] December, 2022 and in this regard, pass the following resolution as Special Resolution.

2. To approve the Re-appointment of Mr. Pranay Kumar Parwal (DIN:03257731) as Wholetime Director of the Company for a period of five years w.e.f. 29[th] December, 2022, and in this regard, pass the following resolution as Special Resolution.

3. To approve the Re-appointment of Mr. Anil Kumar Jain (DIN: 00370633) as Wholetime Director of the Company for a period of five years w.e.f. 29[th] December, 2022, and in this regard w.e.f. 29[th] December, 2022, pass the following resolution as Special Resolution.

4. To approve the Re-appointment of Mr. Prakash Chandra Chhajed (DIN: 08037849) as an Independent Director for the second term w.e.f. 29[th] December, 2022 and pursuant to SEBI (LODR), 2015 the approval is for Mr. Prakash Chandra Chhajed who will going to attain the age of 75 Years, and in this regard, pass the following resolution as Special Resolution.

5. To approve the Re-appointment of Mrs. Sudha Rathi (DIN: 00353472) as an Independent Director for the second term w.e.f. 29[th] December, 2022, and in this regard, pass the following resolution as Special Resolution.

Company Secretary further informed to all the members of the Company that the results of the E-Voting conducted prior and during the AGM along with the report of the scrutinizer will be announced within 48 hours from the conclusion of the AGM and the results of the voting shall be declared by the Chairman upon receipt of the Scrutinizers Report and the same shall be placed at website of the Company’s, NSE and CDSL Website and the recorded transcript of the AGM shaIl also be made available on the website of the company as soon as possible after the meeting is over.

==> picture [519 x 54] intentionally omitted <==

==> picture [506 x 62] intentionally omitted <==

Thereafter, the Company Secretary informed that since all the business to be conducted at this Annual General Meeting has been transacted, I hereby declare that the Annual General Meeting as close. Company Secretary thanks to all the members and Board members and invites for participating in the meeting and declared that the meeting is concluded at 12:25 PM.

Thanking you,

For Uniinfo Telecom Services Limited

ASTHA Digitally signed by ASTHA JAIN JAIN Date: 2022.09.29 13:47:35 +05'30' Astha Jain

Company Secretary and Compliance Officer

==> picture [519 x 54] intentionally omitted <==