Meeting Details

The approval is being sought through a postal ballot process with remote e-voting only, without a physical meeting. The cut-off date for determining shareholder eligibility is Friday, May 22, 2026. The postal ballot notice was dispatched electronically on Friday, May 29, 2026.

Proposed Resolutions and Implications

Three resolutions are proposed for shareholder approval:

Resolution 1: Special Resolution

Appointment of Mr. Vivek Sharma (DIN: 10741746) as an Independent Director for a term of 5 consecutive years from April 1, 2026, to March 31, 2031. He was initially appointed as an Additional Director effective April 1, 2026, and has submitted a declaration of independence under Section 149(6) of the Companies Act, 2013.

Resolution 2: Ordinary Resolution

Appointment of Ms. Shweta Jalan (DIN: 00291675) as a Non-Executive Non-Independent Director. She was nominated by Encora Holdco Limited and AI Altius Parent (Cayman) Limited ("Advent") and appointed as an Additional Director effective April 23, 2026, pursuant to a Share Subscription and Purchase Agreement dated December 26, 2025, and subsequent amendment agreements.

Resolution 3: Ordinary Resolution

Appointment of Mr. Atin Jain (DIN: 08948630) as a Non-Executive Non-Independent Director. He was also nominated by Advent entities and appointed as an Additional Director effective April 23, 2026, pursuant to the same Share Subscription and Purchase Agreement.

Voting Process and Methods

The Company has engaged National Securities Depository Limited (NSDL) to provide remote e-voting facilities. The voting period commences from 09:00 AM IST on Saturday, May 30, 2026, and ends at 05:00 PM IST on Sunday, June 28, 2026.

Shareholders can vote through multiple methods:

  • Individual shareholders holding securities in demat mode can vote through their demat accounts with NSDL or CDSL
  • Physical shareholders and other shareholders can vote through the NSDL e-voting website using their folio numbers
  • Detailed instructions are provided for each category of shareholders

Scrutinizer Appointment

The Board has appointed Mr. Nityanand Singh, Company Secretary (Membership No. FCS-2668 COP 2388) of M/s Nityanand Singh & Co., as the Scrutinizer to conduct the postal ballot process in a fair and transparent manner.

Results Declaration

The scrutinizer will submit his report to the Chairman or authorized Company Secretary after completion of vote scrutiny. The results will be declared on or before June 30, 2026, and will be submitted to BSE Limited and National Stock Exchange of India Limited. The results will also be displayed on the Company's website (www.coforge.com), NSDL's website (https://evoting.nsdl.com), and the notice board at the Registered Office.

Compliance with Laws and Regulations

The Company confirms compliance with:

  • Regulation 44 of SEBI Listing Regulations
  • General Circular Nos. 14/2020, 17/2020, and 3/2025 issued by Ministry of Corporate Affairs
  • Sections 108 and 110 of Companies Act, 2013 read with Rules 20 and 22 of Companies (Management and Administration) Rules, 2014
  • Secretarial Standard on General Meetings (SS-2) issued by ICSI
  • All other applicable laws, rules and regulations

Additional Information

The Company will publish a notice of dispatch completion in Business Standard (Hindi and English editions). Shareholders without registered email addresses are instructed to follow the registration procedure provided in the notes to the notice. All relevant documents are available for inspection at the Company's registered office during business hours.