ADROITINFO2021-10-072022-01-04Resolution1 ADROITINFO2022-01-04 Resolution1in-bse-voting:PromoterAndPromoterGroupMemberin-bse-voting:EVotingMember ADROITINFO2022-01-04 Resolution1in-bse-voting:PromoterAndPromoterGroupMemberin-bse-voting:PollMember ADROITINFO2022-01-04 Resolution1in-bse-voting:PromoterAndPromoterGroupMemberin-bse-voting:PostalBallotMember ADROITINFO2022-01-04 Resolution1in-bse-voting:PromoterAndPromoterGroupMemberin-bse-voting:TotalVotingMember ADROITINFO2022-01-04Resolution1in-bse-voting:PublicInstitutionMemberin-bse-voting:EVotingMember ADROITINFO2022-01-04 Resolution1in-bse-voting:PublicInstitutionMemberin-bse-voting:PollMember ADROITINFO2022-01-04 Resolution1in-bse-voting:PublicInstitutionMemberin-bse-voting:PostalBallotMember ADROITINFO2022-01-04Resolution1in-bse-voting:PublicInstitutionMemberin-bse-voting:TotalVotingMember ADROITINFO2022-01-04Resolution1in-bse-voting:PublicNonInstitutionMemberin-bse-voting:EVotingMember ADROITINFO2022-01-04Resolution1in-bse-voting:PublicNonInstitutionMemberin-bse-voting:PollMember ADROITINFO2022-01-04 Resolution1in-bse-voting:PublicNonInstitutionMemberin-bse-voting:PostalBallotMember ADROITINFO2022-01-04 Resolution1in-bse-voting:PublicNonInstitutionMemberin-bse-voting:TotalVotingMember ADROITINFO2022-01-04 Resolution1in-bse-voting:TotalShareholdingMember ADROITINFO2022-01-04 Resolution1 iso4217:INRxbrli:purexbrli:sharesiso4217:INRxbrli:shares ADROITINFO INE737B01033 Adroit Infotech Limited EGM 2022-01-04 11385 0 0 2 45 1 Special false 1. To approve the Reduction of Capital as per the Scheme.nThe Shareholders approved the below stated resolution in regards to the Reduction of Capital as per the Scheme stated below:n“RESOLVED THAT pursuant to Section 66, Section 52 and other applicable provisions of the Companies Act, 2013, (the “Act”), including any statutory modification(s) or re-enactment thereof for the time being in force, and the rules made thereunder, Article 12 and other applicable articles of the Articles of Association of the Company, read with the National Company Law Tribunal (Procedure for Reduction of Share Capital) Rules, 2016 and other relevant rules made there under, including any statutory modification(s) thereto or any amendment(s) or substitution or reenactment thereof for the time being in force and subject to the confirmation by the Hon’ble National Company Law Tribunal, Hyderabad Bench (“NCLT”), and such other approvals as may be required and subject to the terms and conditions and modifications, if any, as may be prescribed by the appropriate authorities while granting approval or confirmation, the consent of the members be and is hereby accorded, to reduce the issued, subscribed and paid-up equity share capital of the Company from Rs. 18,26,73,720/- (Rupees Eighteen Crore Twenty-Six Lakhs Seventy-Three Thousand Seven Hundred Twenty) consisting of 1,82,67,372 (One Crore Eighty-Two Lakhs Sixty Seven Thousand Three Hundred and Seventy Two) Equity Shares of Rs. 10/- (Rupees Ten) each to Rs. 6,31,15,720/- (Rupees Six Crore Thirty-One Lakhs Fifteen Thousand Seven Hundred Twenty) divided into 63,11,572 (Sixty-Three Lakhs Eleven Thousand Five Hundred Seventy-Two) Equity Shares of Rs. 10/- (Rupees Ten) each, by cancelling and extinguishing, in aggregate, 65.45% of the total issued, subscribed and paid-up equity share capital of the Company, comprising 1,19,55,800 (One Crore Nineteen Lakhs Fifty-Five Thousand Eight Hundred) Equity Shares of Rs. 10/- (Rupees Ten) each held by the members of the Company, along with reduction of the Securities Premium Account to the extent of Rs.2,40,00,000/- (Rupees Two Crore Forty Lakhs) and Share Warrant Forfeiture Account to the extent of Rs.50,00,000/- (Rupees Fifty Lakhs) and such cumulative reduction would be effected by writing off the Accumulated Losses of Rs. 14,85,58,000/-t (Rupees Fourteen Crores, Eighty-Five Lakhs, Fifty Eight Lakhs) as per the Scheme of Reduction of Capital (“Scheme”) on the Effective Date.” n“RESOLVED FURTHER THAT subject to the confirmation of the Reduction of Capital as per the Scheme by the NCLT and such Reduction of Capital as per the Scheme becoming effective and operative, without any further act or deed by the Equity Shareholders, 1,19,55,800 (One Crore Nineteen Lakhs Fifty Five Thousand Eight Hundred) Equity Shares of Rs. 10/- (Rupees Ten) each of the Company held by all its members shall stand cancelled, extinguished and rendered invalid.” n“RESOLVED FURTHER THAT the Board be and is hereby authorised, in its absolute discretion, to bring into effect the resolution on such other terms and conditions as it may consider appropriate and to accept such other conditions and modifications as may be prescribed by the NCLT and other appropriate bodies/ authorities while according their confirmation or consent to this resolution or to suspend,.”n“RESOLVED FURTHER THAT the Board of the Company be and are hereby authorised to take all necessary steps and do all such acts, deeds, matters and things, as it may, in its absolute discretion, deem necessary, expedient, usual or proper, in the best interest of the Company and its members in connection with and relating to the Reduction of Capital as per the Scheme, including any directions, for the purpose of giving effect to the Reduction of Capital as per the Scheme, or to any modification thereof, and as the Board may in its absolute discretion deem fit and proper in the best interest of the Company without being required to seek any further consent or approval of the members or otherwise, (including but not limited to):n“RESOLVED FURTHER THAT the Board of Directors (hereinafter referred to as “the Board”, which term shall be deemed to include any Committee or any person which the Board has nominated / exercising its powers, including the power conferred under this Resolution) be and is hereby authorised to do all such acts, deeds, matters and things, and to execute all such documents, deeds and writings as may be required for all the aforesaid purposes, as it / he /she may, in its absolute discretion, deem necessary, expedient, usual or proper to give effect to this Resolution including but not limited to filing of application with NCLT or to carry out such modifications / directions as may be ordered by the NCLT and any other appropriate and / or relevant / concerned authorities but without requiring any further approval or consent from the shareholders to implement the aforesaid Resolution.”n 9530214 9530214 100 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