Updater Services Limited — Proxy Solicitation & Information Statement 2024

Nov 12, 2024

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12.11.2024

To: BSE Limited (BSE) Corporate Relationship Department Phiroze Jeejeebhoy Towers, 25th Floor, Dalal Street, Mumbai- 400001 BSE Scrip Code: 543996	To: National Stock Exchange of India Limited (NSE) Listing Department Exchange Plaza, 5th Floor, Plot No. C/1, G Block, Bandra Kurla Complex, Bandra (East), Mumbai — 400051 NSE Code: UDS

Dear Sir / Madam,

Sub: Notice of Postal Ballot of Updater Services Limited (“ the Company”)

Pursuant to Section 110 of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, we enclose herewith the notice of the Postal Ballot together with the Explanatory Statement being sent to the members of the Company to transact the following business:

S.no	Type of Resolution	Description of the Resolution
1	Special Resolution	Appointment of Ms. Jigyasa Sharma (DIN: 10474292) as an Executive Director of the Company

In compliance with the provisions of the of Section 108, Section 110 and all other applicable provisions, if any, of the Companies Act, 2013,(“Act”) read together with Rules 20 and 22 of the Companies (Management and Administration) Rules, 2014 (“Rules”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the “SEBI Listing Regulations”), General Circular Nos. 14/2020 dated 08th April 2020, 17/2020 dated 13th April 2020 along with subsequent circulars issued in this regard ,Circular No. 9/2023 dated 25[th] September 2023, and Circular No. 9/2024 dated 19[th] September 2024, issued by the Ministry of Corporate Affairs, Government of India (collectively referred to as “MCA Circulars”) and any other applicable law, rules and regulations (including any statutory modification(s) or reenactment(s) thereof, for the time being in force), this Notice is being sent only through electronic mode to all the members whose e-mail addresses are registered with the Company/Depositories and whose names appear in the Register of Members of the Company or Register of Beneficial Owners maintained by the Depositories as on Friday, November, 8[th] ,2024 (“Cut-off date”).

The Company has engaged the services of National Securities Depository Limited (“NSDL”) for providing remote e-voting facilities to the Members, enabling them to cast their vote electronically and in a secure manner. Detailed instructions of e-voting are provided as part of the notice which the members are requested to read carefully before casting their vote.

The remote e-voting facility would be available during the following period:

carefully before casting their vote. The remote e-voting facility would be	available during the following period:
Commencement of e-Voting	9.00 a.m. IST on Wednesday,13th November 2024
End of e-Voting	5.00p.m. IST on Thursday,12th December 2024

Remote e-voting will be blocked by NSDL immediately thereafter and will not be allowed beyond the said date and time. The results of the Postal Ballot will be announced on or before Saturday, 14[th] December, 2024.

The said Notice is also available on the relevant sections of the website of BSE Limited (“BSE”): www.bseindia.com and National Stock Exchange of India Limited (“NSE”): www.nseindia.com on which the Equity Shares of the Company are listed and on the website of National Securities Depository Limited (“NSDL”): www.evoting.nsdl.com

This is for your information and records.

By Order of the Board of Directors

For Updater Services Limited

SANDHYA

Digitally signed by SANDHYA Date: 2024.11.12 14:49:52 +05'30'

Sandhya Saravanan

Company Secretary and Compliance Officer

Updater Services Limited

Corp. & Regd. Office: 1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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Services

UPDATER SERVICES LIMITED CIN: L74140TN2003PLC051955 Regd. Office: 1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai – 600085 Tel.: +91 44 24963234 / 0333 E-mail : compliance.officer@uds.in Website: www.uds.in

Notice of Postal Ballot (Pursuant to Section 110 & 108 of the Companies Act, 2013 read with Rule 22 and 20 of the Companies (Management and Administration) Rules, 2014)

Dear Shareholders,

Notice is hereby given that pursuant to and in compliance with the provisions of Sections 108, 110 and other applicable provisions, if any, of the Companies Act, 2013 (the “ Act ”), read with Rule 20 and 22 of the Companies (Management and Administration) Rules, 2014, as amended from time to time read with the General Circular Nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 22/2020 dated June 15, 2020, 33/2020 dated September 28, 2020, 39/2020 dated December 31, 2020, 10/2021 dated June 23, 2021, , 20/2021 dated December 08, 2021, 3/2022 dated May 05, 2022, 11/2022 dated December 28, 2022 , 09/2023 dated September 25, 2023, and 09/2024 dated September 19, 2024 issued by the Ministry of Corporate Affairs (“ MCA Circulars ”), Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India (“ SS-2 ”), Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”) (including any statutory modification or re-enactment thereof for the time being in force, and as amended from time to time), and pursuant to other applicable laws and regulations, that the resolutions appended below is proposed for approval of the shareholders of the Company through postal ballot only by remote e-voting process ( “e-voting” ).

The explanatory statement pursuant to Section 102, 110 and other applicable provisions, if any, of the Act pertaining to the said resolution setting out the material facts and the reasons thereof form part of the Postal Ballot Notice.

Pursuant to Rule 22(5) of the Companies (Management and Administration) Rules, 2014, the Board of Directors of the Company, at their meeting held on October 29, 2024 has appointed M/s. M Alagar & Associates, Practicing Company Secretaries, Chennai as the Scrutinizer (“Scrutinizer”) for conducting the postal ballot through e-voting process in a fair and transparent manner.

In compliance with Regulation 44 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the “Listing Regulations”) and pursuant to the provisions of Sections 108 and 110 of the Act read with the rules framed thereunder and the MCA Circulars, the manner of voting on the proposed resolution is restricted only to e-voting i.e., by casting votes electronically instead of submitting postal ballot forms. Accordingly, the postal ballot notice and instructions for e-voting are being sent only through electronic mode to those Members whose email address is registered with the Company / depository participant(s). The details of the procedure to cast the vote forms part of the ‘Notes’ to this Notice.

The detailed procedure with respect to e-voting is mentioned in this Notice. The Company has engaged the services of National Securities Depository Limited (NSDL) for facilitating e-voting. The Company has made necessary arrangements with NSDL to enable the Members to register their e-mail address. Those Members who have not yet registered their e-mail address are requested to register the same by following the procedure set out in this Postal Ballot Notice.

Updater Services Limited

1st Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai – 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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Services

Accordingly, members can cast their vote electronically through the NSDL e-voting platform. Remote e-voting will commence at 9.00 A.M. IST on Wednesday, 13[th] November, 2024 and will end at 5.00 P.M. (IST) on Thursday, 12[th] December, 2024. Members desiring to exercise their vote through the e- voting process are requested to carefully read the instructions indicated in this Notice and record their assent (FOR) or dissent (AGAINST) by following the procedure as stated in the Notes forming part of the Notice not later than 5:00 p.m. (IST) on Thursday, 12[th] December, 2024. The remote e-voting facility will be disabled by NSDL immediately thereafter and will not be allowed beyond the said date and time.

The Scrutinizer after completion of scrutiny of the e-voting will submit their report to the Chairman of the Company or any other person authorized by the Chairman of the Company on or before Saturday, 14[th] December, 2024. The results of the e-voting conducted for Postal Ballot will be announced at the Registered Office of the Company on or before Saturday, 14[th] December, 2024 and communicated to BSE Limited (“ BSE ”) and National Stock Exchange of India Limited (“ NSE ”) (together the “ Stock Exchanges ”), National Securities Depository Limited (“ NSDL ”) and Central Depository Services (India) Limited (“CDSL”) (together the “Depositories”). The results will also be displayed at the Company's website at www.uds.in and on the website of National Securities Depository Limited (NSDL): www.evoting.nsdl.com.

The last date specified by the Company for casting of voting through Remote E-voting will be taken as the date on which the resolution would be deemed to have passed, if approved by the requisite majority in accordance with SEBI Listing Regulations and the Companies Act.

Updater Services Limited

1st Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai – 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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Special Business:

Appointment of Ms. Jigyasa Sharma (DIN: 10474292) as an Executive Director of the Company

To consider and if thought fit, to pass the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to provisions of Section 196, 197, 203 of the Companies Act, 2013 and any other applicable provisions thereof and the rules made there under (including any statutory modification(s) or reenactment thereof for the time being in force), read with Schedule V to the Companies Act, 2013 and Regulation 17(1C) of SEBI (LODR) Regulations, 2015 and as proposed and recommended by the Nomination and Remuneration Committee and the Board of Directors of the Company respectively, and subject to the approval of the Central Government, the consent of the members of the Company be and is hereby accorded for the appointment of Ms. Jigyasa Sharma(DIN: 10474292) as Executive Director of the Company for a further period of 3 years with effect from October 29,2024 (close of business hours) without any remuneration.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to fix managerial remuneration to Ms. Jigyasa Sharma(DIN: 10474292) with effect from April 01, 2025 as deem fit, subject to provisions of Companies Act, 2013 and read with Schedule V of the Act.”

“RESOLVED FURTHER THAT the Board of the Directors of the Company and the Company Secretary be and is hereby authorized to do all such acts, deeds, matters and things, as in its absolute discretion, it may consider, necessary, expedient or desirable in order to give effect to this resolution.”

By Order of the Board For Updater Services Limited

Sd/-

Sandhya Saravanan Company Secretary & Compliance Officer

Date: 29.10.2024 Place: Chennai

Updater Services Limited

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1st Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai – 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

Our Values : happy people I clear purpose I better everyday I do good I balance all

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NOTES :

The Explanatory Statement pursuant to the provisions of Sections 102 and 110 of the Companies Act, 2013 (“the Act”) read with the rules framed thereunder (“Rules”) stating material facts and reasons for the proposed resolutions are annexed hereto for your consideration.

In compliance with the MCA Circulars, this Postal Ballot Notice is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/ Depositories/RTA.

The Members may note that this Postal Ballot Notice will also be available on the Company’s website, www.uds.in and websites of the Stock Exchanges where the equity shares of the Company are listed i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively and on the website of National Securities Depository Limited, the agency engaged by the Company for providing the facility of Remote e-voting to the Members of the Company at www.evoting.nsdl.com

Demat Holding By contacting Depository Participant (“DP”) and registering e-mail address and mobile number in demat account, as per the process advised by the DP.

Further, the Resolutions if passed by Shareholders with requisite majority, will be deemed to have been passed on, the last day of remote e-voting i.e Thursday, December 12, 2024. Further, resolution passed by the members through postal ballot are deemed to have been passed as if they are passed at a General Meeting of the Members. The documents referred to in the Notice and the Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 shall be available for inspection at the Registered Office of the Company between 3 P.M. to 5 P.M. on all days except for Saturday, Sunday and National Holidays till the last date of Remote e- voting. Members who wish to inspect the documents shall also send an e-mail to compliance.officer@uds.in mentioning their name, Folio No. / Client ID and DP ID. requesting for inspection of documents.

Voting rights of the Shareholders shall be in proportion to the shares held by them in the paid- up equity share capital of the Company as on 08.11.2024 (“Cut-off date”). Only those Members whose names are recorded in the Register of Members of the Company or in the Register of Beneficial Owners maintained by the Depositories as on the Cut-off date will be entitled to cast their votes by Remote e-voting. A person who is not a Member as on the Cut- off date should treat this Postal Ballot Notice for information purposes only. The Remote e-voting period will commence from 9.00 a.m. (IST) on Wednesday, November 13, 2024 and will end at 5.00 p.m. (IST) on Thursday, December 12, 2024 . The Remote e-voting module shall be disabled by LIIPL thereafter. Once the vote on the resolution is cast by the Member, he/she shall not be allowed to change it subsequently.

The Scrutinizer shall, immediately after the conclusion of voting through Remote e-voting unblock the votes cast through Remote e-voting in the presence of at least two witnesses and issue, not later than 2 working days of the conclusion of the Remote e-voting, a scrutinizer’s report of the total votes cast in favour and against, if any, to the Chairman of the Company or any person authorised by him.

The said results along with the Scrutinizer’s Report would be intimated to National Stock Exchange of India Limited and BSE Limited, where the equity shares of the Company are listed. Additionally, the results will also be uploaded on the Company’s website www.uds.in and on the website of NSDL at www.evoting.nsdl.com Further, the results shall be displayed on the Notice Board of the Company at its Registered Office as well as Corporate Office for at least 3 days from the date of declaration of voting results.

The instructions for Remote e-voting are as under:

Updater Services Limited

1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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As per the SEBI circular dated December 9, 2020, individual shareholders holding securities in demat mode can register directly with the depository or will have the option of accessing various ESP portals directly from their demat accounts.

Login method for Individual shareholders holding securities in demat mode is given below:

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

- Step 1: Access to NSDL e Voting system

- A) Login method for e Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Type of shareholders

Login Method

Individual Shareholders holding securities in demat mode with NSDL.

1. ExistingIDeASuser can visit the e-Services website of NSDL Viz. https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner”icon under“Login”which is available under‘IDeAS’ section , this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on“Access to e-Voting”under e-Voting services and you will be able to see e- Voting page. Click on company name ore-Voting service provider i.e. NSDLand you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period. 2. If you are not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com.Select“Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp 3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL:https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e- Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name ore- Voting service provider i.e. NSDLand you will be redirected to e- Voting website of NSDL for casting your vote during the remote e- Voting period. 4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.

Updater Services Limited

1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085

+91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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Individual Shareholders holding securities in demat mode with CDSL	1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi / Easiest are requested to visit CDSL websitewww.cdslindia.comand click on login icon & New System Myeasi Tab and then user your existing my easi username & password. 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. 3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.comand click on login & New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available onwww.cdslindia.comhome page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual Shareholders (holding securities in demat mode) login through their depository participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e- Voting facility. upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type Helpdesk details

Updater Services Limited

1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085

+91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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	Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL helpdesk bysendinga request atevoting@nsdl.com or call at 022 - 4886 7000	Members facing any technical issue in login can contact NSDL helpdesk bysendinga request atevoting@nsdl.com or call at 022 - 4886 7000
	Individual Shareholders holding securities in demat mode with CDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request athelpdesk.evoting@cdslindia.com or contact at toll free no. 1800-21-09911
	B) Login Method for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode. How to Log-in to NSDL e-Voting website? 1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. 2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. 3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically. 4. Your User ID details are given below :
	Manner of holding shares i.e. Demat(NSDL or CDSL) or Physical		Your User ID is:
	a) For Members who hold shares in demat account with NSDL.		8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**.
	b) For Members who hold shares in demat account with CDSL.		16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12**
	c) For Members holding shares in Physical Form.		EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001
	b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password. c) How to retrieve your ‘initial password’? (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’. (ii) If your email ID is not registered, please follow steps mentioned below inprocess for those shareholders whose email ids are not registered

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically. 4. Your User ID details are given below :
Manner of holding shares i.e. Your User ID is:
Demat(NSDL or CDSL) or Physical
a) For Members who hold shares in 8 Character DP ID followed by 8 Digit Client ID
demat account with NSDL. For example if your DP ID is IN300 and Client ID is 12*** then
your user ID is IN30012***.
b) For Members who hold shares in 16 Digit Beneficiary ID
demat account with CDSL. For example if your Beneficiary ID is 12** then your
user ID is 12**
c) For Members holding shares in EVEN Number followed by Folio Number registered with the company
Physical Form. For example if folio number is 001*** and EVEN is 101456 then user
ID is 101456001***
5. Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can user your existing password to login and
cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial
password’ which was communicated to you. Once you retrieve your ‘initial password’, you need
to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in your demat account or with the company, your ‘initial
password’ is communicated to you on your email ID. Trace the email sent to you from
NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open
the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account,
last 8 digits of client ID for CDSL account or folio number for shares held in physical
form. The .pdf file contains your ‘User ID’ and your ‘initial password’.
(ii) If your email ID is not registered, please follow steps mentioned below inprocess for
those shareholders whose email ids are not registered

Updater Services Limited

1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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1. If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:

2. a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

3. b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

4. c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.com mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

5. d) Members can also use the OTP (One Time Password) based login for casting the votes on the e- Voting system of NSDL.

6. 1. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box. 8. Now, you will have to click on “Login” button. 9. After you click on the “Login” button, Home page of e-Voting will open.

- Step 2: Cast your vote electronically on NSDL e Voting system.

How to cast your vote electronically on NSDL e-Voting system?

1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period.

3. Now you are ready for e-Voting as the Voting page opens.

4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

5. Upon confirmation, the message “Vote cast successfully” will be displayed.

6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to alagarcs@gmail.com with a copy marked to evoting@nsdl.com. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed under "e-Voting" tab in their login.

2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e- voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on : 022 - 4886 7000 or send a request to (Name of NSDL Official) at evoting@nsdl.com

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice :

Updater Services Limited

1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085

+91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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Redefining Business

Services

1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to compliance.officer@uds.in

2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to compliance.officer@uds.in . If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A ) i.e. Login method for e-Voting for Individual shareholders holding securities in demat mode.

3. Alternatively shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents.

4. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

Other Instructions:

For any query connected with the Resolution proposed to be passed by means of Postal Ballot through Remote e-voting, members may contact Company’s Registrar & Share Transfer Agent (RTA), Link Intime India Private Limited (LIIPL), C – 101, 247 Park, LBS Marg, Vikhroli West, Mumbai - 400083; Telephone: +91-022-49186270; Fax: +91-022-49186060; Email: rnt.helpdesk@linkintime.co.in or Ms. Sandhya Saravanan, Company Secretary & Compliance Officer of the Company by sending email at compliance officer@uds.in or call at +91-+91 44 24963234 / 0333 Address: 1[st] Floor, No. 42, Gandhi Mandapam Road, Kotturpuram, Chennai – 600085. or Ms. Prajakta Pawle, National Securities Depository Limited, email id: evoting@nsdl.com or call at 022-48867000

1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Updater Services Limited

Our Values : happy people I clear purpose I better everyday I do good I balance all

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Services

Explanatory Statement pursuant to Section 102 of the Companies Act, 2013

Appointment of Ms. Jigyasa Sharma (DIN: 10474292) as Executive Director of the Company

Ms. Jigyasa Sharma (DIN: 10474292) has been appointed as the Additional Director of the Company at the Board Meeting held on 28.03.2024 w.e.f. 2[nd] April 2024. Further her appointment has been regularized through postal ballot dated June 01, 2024 as Non-Executive Director. The Board of Directors of the Company at their meeting held on 29.10.2024, as per the recommendation of Nomination and Remuneration Committee, had appointed Ms. Jigyasa Sharma as the Executive Director of the Company with effect from 29.10.2024 (Close of Business hours) without any remuneration, pursuant to Sections 196, 197, 203 of the Companies Act, 2013 and any other applicable provisions thereof and the rules made there under (including any statutory modification(s) or re-enactment thereof for the time being in force), read with Schedule V to the Companies Act, 2013 and Regulation 17(1C) of SEBI (LODR) Regulations, 2015.

Further, the terms and conditions of appointment and/or remuneration with effect from April 01, 2025 shall be based on the recommendation of the Nomination and Remuneration Committee in such manner as may be agreed to by the Board of Directors, subject to provisions of the Companies Act, 2013 read with Schedule V.

Jigyasa's academic journey is marked by academic excellence, having earned her Bachelor’s degree in Economics from the University of Delhi, India, a Master’s Degree in Applied Economics from the National University of Singapore, and a second Master’s Degree in Public Policy from the prestigious University of California, Berkeley. Bringing a wealth of experience in economics and policy, Jigyasa has an extensive background in collaborating with non-profits and government entities in diverse global settings, including the United States, Singapore, India, China, and Indonesia.

Jigyasa Sharma is a Smart Communities Program Manager at US Ignite, where she spearheads initiatives addressing a spectrum of technology policy issues within US Ignite communities. With a keen focus on innovation districts (testbeds), connectivity, mobility, digital trust, data governance, equity, and community engagement, Jigyasa has made significant contributions to projects with the National Science Foundation (NSF), Purdue Research Foundation, and Toyota Mobility Foundation. Prior to her role at US Ignite, she played a pivotal role at the Lee Kuan Yew School of Public Policy (LKYSPP) in Singapore.

Her accomplishments include co-authoring books on competitiveness and ease of doing business in India, evaluating the productivity of small and medium enterprises in Singapore, and leading field research for the independent review and efficiency monitoring of the real-time outcome monitoring system for the government of Andhra Pradesh, India. In this capacity, she adeptly trained over 500 enumerators and orchestrated quarterly surveys to assess the coverage, targeting, and effectiveness of various government programs.

None of the other Directors / Key Managerial Personnel of the Company is interested in the resolution set out in the Notice except Mr. Raghunandana Tangirala, Chairman and Managing Director of the Company and further Ms. Jigyasa Sharma does not hold any share in the Company. She is not related to any other director or key managerial personnel of the Company except Mr. Raghunandana Tangirala, Chairman and Managing Director.

Details of Directors pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 is enclosed herewith.

Particulars of the Director seeking appointment pursuant to Regulation 36(3) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2

Updater Services Limited

1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

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Our Values : happy people I clear purpose I better everyday I do good I balance all

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Appointment of Ms. Jigyasa Sharma (DIN: 10474292) as an Executive Director of the Company

	Name		Jigyasa Sharma
	DIN		10474292
	Date of Birth		09/02/1994
	Age		30
	Qualifications		1.Bachelor’s degree in Economics, University of Delhi, India 2.Master’s Degree in Applied Economics, National University of Singapore 3.Master’s Degree in Public Policy from the prestigious University of California Berkeley
	Date of appointment / ~~by the shareholders~~	~~Re-appointment~~	Proposed for approval for appointment as an Executive Director through postal ballot endingon December 12,2024(Close of Business Hours)
	Date of frst appointment on the Board		2ndApril 2024 (closure of business hours)
	Expertise in specific functional areas		Technology Policy, Program Management, Business Economics, Strategy & Implementation,Organizational Change, Change Management
	Experience		Jigyasa Sharma, Smart Communities Program Manager at US Ignite, spearheads initiatives addressing technology policy issues in US Ignite communities, focusing on innovation districts, connectivity, mobility, digital trust, data governance, equity, and community engagement. Prior to this, she coauthored books on competitiveness and ease of doing business in India, evaluated SME productivity in Singapore, and led field research for the government of Andhra Pradesh, India, training over 500 enumerators and conducting quarterly surveys to assessgovernmentprogram effectiveness.
	Terms & conditions of appointment or reappointment along with details of remuneration sought to be paid and the remuneration last drawn.		Remuneration sought to be paid w.e.f April 01, 2025 – recommended by Nomination and Remuneration Committee and as approved by the Board within the maximum amounts payable to the Directors in terms of the provisions of the Companies Act,2013 read with Schedule V.
	Remuneration last drawn		Paid remuneration by way of sitting fees for attending Board or Committee Meetings of the Company
	Names of other Listed entities in which Directorshipheld		NIL
	Membership / Chairmanship of Committees of other Listed entities in which she is a director		NIL
	Listed entities from which she has resigned in thepast threeyears		NIL
	Number of shares held in the Company, including shareholding as a beneficial owner		NIL
	Disclosure of relationship		Related to Chairman and ManagingDirector
	Number of Board Meetings attended duringtheyear		1
	Affirmation that the Director being appointed / resigned is not debarred from holding the office of director by virtue of any SEBI order or any other such authority		Not debarred from holding office by order of SEBI or any authority.

By Order of the Board For Updater Services Limited

Sd/-

Sandhya Saravanan

Date: 29.10.2024

Company Secretary and Compliance Officer Place: Chennai

Updater Services Limited

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1[st] Floor, No.42, Gandhi Mandapam Road, Kotturpuram, Chennai - 600085 +91 44 2446 3234 I 0333 I sales@uds.in I facility@uds.in I www.uds.in I CIN L74140TN2003PLC051955

Our Values : happy people I clear purpose I better everyday I do good I balance all