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    Ltimindtree 1-1 Merged

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    (1) The scheme of amalgamation between Larsen & Toubro Infotech (LTI) and Mindtree has become effective from November 14, 2022. (2) LTI has set November 24, 2022 as the record date to determine Mindtree shareholders who will receive LTI shares. (3) LTI's board has approved the appointment of new directors and a new CFO following the merger with Mindtree.

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    Ltimindtree 1-1 Merged

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    binod
    63 views2 pages
    (1) The scheme of amalgamation between Larsen & Toubro Infotech (LTI) and Mindtree has become effective from November 14, 2022. (2) LTI has set November 24, 2022 as the record date to determine Mindtree shareholders who will receive LTI shares. (3) LTI's board has approved the appointment of new directors and a new CFO following the merger with Mindtree.

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    (1) The scheme of amalgamation between Larsen & Toubro Infotech (LTI) and Mindtree has become effective from November 14, 2022. (2) LTI has set November 24, 2022 as the record date to determine Mindtree shareholders who will receive LTI shares. (3) LTI's board has approved the appointment of new directors and a new CFO following the merger with Mindtree.

    Copyright:

    © All Rights Reserved
    Download as PDF, TXT or read online from Scribd
    Download as pdf or txt
    63 views2 pages

    Ltimindtree 1-1 Merged

    Uploaded by

    binod
    (1) The scheme of amalgamation between Larsen & Toubro Infotech (LTI) and Mindtree has become effective from November 14, 2022. (2) LTI has set November 24, 2022 as the record date to determine Mindtree shareholders who will receive LTI shares. (3) LTI's board has approved the appointment of new directors and a new CFO following the merger with Mindtree.

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    of 2

    Ref: LTI/SE/STAT/2022-23/90 November 14, 2022

    National Stock Exchange of India Limited The BSE Limited


    Exchange Plaza, Bandra-Kurla Complex Phiroze Jeejeebhoy Towers
    Bandra (East) Dalal Street
    MUMBAI – 400 051 MUMBAI – 400 001

    NSE Symbol: LTI/MINDTREE BSE Scrip Code: 540005/532819

    Dear Sir(s)/Madam,

    Ref: Scheme of Amalgamation & Arrangement amongst Larsen & Toubro Infotech Limited
    (‘LTI’/’Amalgamated Company’) and Mindtree Limited (‘Mindtree’/‘Amalgamating
    Company’) and their respective Shareholders and Creditors (‘the Scheme’)

    Sub: Intimation under Regulations 30 and 42 of the SEBI (Listing Obligations and Disclosure
    Requirements) Regulations, 2015 (SEBI LODR)

    A. Intimation of ‘Effective Date’ of the Scheme

    This is to inform you that today, Mindtree Limited has received certified copy of the order of Hon’ble
    National Company Law Tribunal (NCLT), Bengaluru Bench, sanctioning the Scheme. (Enclosed)

    Pursuant to the applicable provisions of the Companies Act, 2013 & Clause 5(k) of the Scheme and in terms
    of the approval of Board of Directors of LTI & Mindtree, both the companies have filed Form No. INC-28
    with the Registrar of Companies, Mumbai and Bengaluru respectively, today i.e. November 14, 2022, and
    accordingly, the Scheme has become effective from Monday, November 14, 2022.

    B. Intimation of ‘Record Date’

    Pursuant to the applicable provisions of the Companies Act, 2013 and SEBI LODR, and in terms of Clause
    5(y) of the Scheme, this is to inform you that the Board of Directors of LTI & Mindtree have fixed Thursday,
    November 24, 2022 as the ‘Record Date’ for the purpose of determining the shareholders of Mindtree Limited
    to whom equity shares of the Amalgamated Company would be allotted pursuant to the Scheme.

    Fractional entitlement of Mindtree shareholders to the shares of LTI, arising out of the above referred
    allotment, would be subject to tax implication as referred to in Annexure A to this letter.

    C. Change in Directors

    This is to inform you that upon recommendation of the Nomination & Remuneration Committee, the Board
    of Directors of the Company at its meeting held today, have, subject to approval of the shareholders of the
    Company, approved the following appointment of directors:

    1. Appointment of Mr. Debashis Chatterjee (DIN: 00823966) as Additional Director, designated as Chief
    Executive Officer and Managing Director, w.e.f. November 14, 2022 for the term of three years including
    and up to November 13, 2025;

    Larsen & Toubro Infotech Ltd.


    Technology Tower 1, Gate No.5, SakiVihar Road, Powai, Mumbai-400072, India
    T +91 22 6776 6776 | F +91 22 2858 1130

    Registered Office:L&T House, Ballard Estate, Mumbai 400 001, India


    www.Lntinfotech.com | E-mail: info@Lntinfotech.com | CIN: L72900MH1996PLC104693
    2. Appointment of Mr. Venugopal Lambu (DIN: 08840898) as Additional Director, designated as Whole-
    Time Director, w.e.f. November 14, 2022 for the term of three years including and up to November 13,
    2025;

    3. Appointment of Ms. Apurva Purohit (DIN: 00190097) as Additional Director, designated as Independent
    Director, w.e.f. November 14, 2022 for a period of five years including and up to November 13, 2027;

    4. Appointment of Mr. Bijou Kurien (DIN: 01802995) as Additional Director, designated as Independent
    Director, w.e.f. November 14, 2022 for a period of five years including and up to November 13, 2027;
    and

    5. Appointment of Mr. Chandrasekaran Ramakrishnan (DIN: 00580842) as Additional Director, designated


    as Independent Director, w.e.f. November 14, 2022 for a period of five years including and up to
    November 13, 2027;

    None of the above appointee(s) are debarred from holding office of Director by virtue of any order passed by
    SEBI and/or such other authority.

    Ms. Aruna Sundararajan (DIN:03523267) has stepped down from Board of Directors of the Company with
    immediate effect.

    D. Change in Key Managerial Personnel (KMP)


    Further, upon recommendation of Nomination & Remuneration Committee and Audit Committee, the Board
    of Directors of the Company at its meeting held today, approved appointment of Mr. Vinit Teredesai, as Chief
    Financial Officer with effect from November 14, 2022 in place of Mr. Anil Rander.

    The relevant details pursuant to Regulation 30 of SEBI LODR read with SEBI’s Circular no.
    CIR/CFD/CMD/4/2015 dated September 9, 2015 in respect of the above appointments, are enclosed as
    Annexure – B-1 & B-2 to this letter.

    Please take the above on record.

    Thanking you,

    Yours faithfully,
    For Larsen & Toubro Infotech Limited

    (Tridib Barat)
    Company Secretary & Compliance Officer

    Encl.: As above

    Larsen & Toubro Infotech Ltd.


    Technology Tower 1, Gate No.5, SakiVihar Road, Powai, Mumbai-400072, India
    T +91 22 6776 6776 | F +91 22 2858 1130

    Registered Office:L&T House, Ballard Estate, Mumbai 400 001, India


    www.Lntinfotech.com | E-mail: info@Lntinfotech.com | CIN: L72900MH1996PLC104693

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