KELLTON TECH SOLUTIONS LIMITED

Transcription

KELLTON TECH SOLUTIONS LIMITED1

KELLTON TECH SOLUTIONS LIMITEDCONTENTS OF ANNUAL REPORT 2021S.NoParticularsPage No1Letter to Shareholders22Highlights of the Year53Financial Highlights134The Workforce145Global Offices226Corporate Information247Notice of 27th Annual General Meeting278Directors’ Report439Management Discussion and Analysis Report6310Report of Independent Auditor on Standalone Financial Statement10411Standalone Balance Sheet11612Standalone Statement of Profit & Loss11813Standalone Cash Flow Statement12014Report of Independent Auditor on Consolidated Financial Statement15115Consolidated Balance Sheet16116Consolidated Statement of Profit & Loss16317Consolidated Cash Flow Statement16518Form for Registration of Email ID1951

KELLTON TECH SOLUTIONS LIMITEDMESSAGE FROM THE CHAIRMAN’S DESKLetter to ShareholdersDear ShareholdersThe business impact led by COVID-19 reachedan inflection point during fiscal 2020-21. Thescale of change was unprecedented. KelltonTech demonstrated its ability to pivot rapidlywork in was praiseworthy and paid off in a hugeand enable sustained growth, at a rate aboveway. The sense of empathy and compassionthe market average, with growing profitability.that our COVID-19 taskforce had shown inOur workforce, one of the greatest andsuch staggering times was unmatched and willmost important assets, delivered on clients’continue to inspire us for years to come.commitments unfailingly and exceeded allforWe are proud that during fiscal 2020-21, weachieving performance excellence. We take pridefocused our efforts on gaining knowledgein the team we have built and remain thankfuland digital capabilities to build tomorrow’sfor their steadfast support and contribution inenterprises. From services and solutions thatthe company’s growth, more so in the past year.accelerate our clients’ digital journeys toexpectations,reflectingtheirpassionincubating next-generation technologies, weAt a time when the coronavirus was racingworked relentlessly to script an enduring successthrough the globe, triggering a health andstory. We captured new growth opportunities infinancial crisis, Kellton Tech formed the COVID-19cloud, blockchain, AI/ML, security, supply chain,taskforce to provide timely assistance to ourand digital workforce.employees in need. With our employees andtheir family facing one of the most harrowingAs the tide turned with COVID-19, we embracedtimes, we established a plan to ensure a steadyansupply of resources that they may need to caterarchitecture to ensure value generation withoutto the demands of the crisis. For volunteersany hiccups and help our customers turn theirin the taskforce, to address queries coming intransformative visions into reality. We ensuredlarge numbers was a tall order to meet, but theirseamless collaboration across various businessdedication to supporting the community theyendpoints and helped our people achieve theiragile,transparent,andfuture-ready2

KELLTON TECH SOLUTIONS LIMITEDmission-critical right in time. Our employeenet outcome of our approach was a simplifiedfocus and a flexible operating model were whatorganizational model‒underpinned by leanerhelped us surmount the challenges and ensureoperations, an adaptive digital core, scalablebusiness continuity.data architecture, and cybersecurity‒that helpedspark agility, resilience, and trust in our workingWe experienced strong headwinds of disruptionrelationships and lead clients’ objectives in ain the first two quarters of 2020-21 due to thefrictionless manner. We invested significantly inCOVID-19 outbreak and the selling-off of ourour people. We strategically spent on traininglow-profit-making subsidiaries. A few of ourand reskilling our workforce, which was crucialbusiness divisions generated 30% less revenueto delivering superior experiences for ourthan what they contributed in the correspondingcustomers and us. Besides, our teams werequarter. However, we emerged stronger frombetter positioned to leverage and expand ourthe downturn mainly in the last two quarters,global and local innovation centers to nurturereporting a 45% increase in revenue generation.an optimal delivery pipeline for our customersTHE FINANCIAL HIGHLIGHTS OF FISCAL2020-21:Our digital commitments increased by 4.28% ona Y-o-Y basis comprising 79.34% of our overallrevenue in FY21.Our Earnings per share was at INR 7.34 a declineof 4.68% on Y-o-Y basisWe had operating cash flows of INR 794.8 Millionthat grew at 41% for the year.During the crisis, we maximized the scale of ourcapabilities to help our customers build theirdigital core and generate revenue while adaptingto the shifting market scenarios. As COVID-19struck in our close quarters, we worked togetherwith our solution-finders across geographiesto enable our thousands of people to connectand communicate in a remote environment. Theand extend value.In FY 2020-21, we tapped into the potential of ourexisting partner ecosystem and were successfulin entering new tie-ups with leading technologyproviders in the industry. We drove outcomesfor our clients with our strong and positiveworking relationships with partners, includingAmazon Web Services (AWS), Google AG, Automation Anywhere, andmany others.Appreciation and accolades from our customersalways corroborate the confidence we havein our digital capabilities. During the fiscalyear 2020-21, we won recognition for drivingmeaningful experiences and leading our clientsto their business differentiation. We optimizedthe workings of the core-critical PhysicalAccess Control Software (PACS) for one of our3

KELLTON TECH SOLUTIONS LIMITEDleading clients, thus helping them align theirWe plan to onboard approximately 400 newapproach to product excellence and markettalents across all technology realms and reinforceexpansion. In the words of the client, the impactour commitment to diversity and inclusivity.of our deliverables on their business was much‘palpable’ and ‘consistent.’ Another client‒afast-food giant in South Africa with a strongWe are ready for the next disruptive change andglobal footprint‒congratulated our team forstay committed to riding the new technologydesigning and deploying a Digital Successcycle to build differentiated, solution-centricRoutines Platform that helped them improvecapabilities that augment our reach as thethe quality of restaurant ops dramatically. The‘preferredclient deeply valued the ‘extra time’ we put in tocustomers.transformationpartner’forthedrive anticipated results and identified us as the‘trusted technology partner’ for the future.As we close a challenging year, we express ourgratitude to all the stakeholders — includingFUTURE FORECASTclients,partners,employees,andBoardof Directors — for placing their faith andWe view 2021 as a year of growth acceleration.confidence in Kellton Tech. We thank you forWe set the following benchmarks and continueyour continuous support and look forward to ato build a firm foundation that leads us to ourlasting relationship. May we thrive together!objectives:Fundamentally, a promising pipeline underpinsour future. After gaining ground in the USmarkets, we plan to expand our customer baseand revenue size in Europe and the entthatfocusnewonrepurposing, restructuring, and achieving higher,redefined goals.We aim to reach 300 million revenue from 100million in the present day.4

KELLTON TECH SOLUTIONS LIMITEDHIGHLIGHTSOF THE YEAR2020-215

HIGHLIGHTSOF THE YEARKELLTON TECH SOLUTIONS LIMITED2020-21ZEE5 Partners with Kellton Tech toShift from Legacy to Hyper-Scalable,Cloud-Native CMSZEE5 Partners with Kellton Tech to Shift from Legacy to Hyper-Scalable,Cloud-Native CMS, a global leader in digital transformation and integration,chosen by ZEE5, India’s Entertainment Super-app, to build a nextgeneration, cloud-native content management system (CMS) that deliversrelevant, real-time content experiences across all constituents of business.As a strategic digital partner, Kellton Tech will blend automation withsmart cloud capabilities to build a hyper-scalable content managementsystem that facilitates the capture, aggregation, management, and recordof information faster and more conveniently through a plug-and-playapproach.The new CMS will be built on a foundation of self-learning,analytical technologies to enable personalized content recommendationsand delivery for boosting viewer engagement and maximizing the value ofsubscription-based revenue constantly.6

KELLTON TECH SOLUTIONS LIMITEDSelected by Momentive QuartzTechnologies (MQT) to ImplementS/4HANAFor the fact Kellton Tech is an SAP Gold Partner, MomentiveQuartz Technologies (MQT), a leading chemical manufacturer,has chosen your company as their SAP S/4HANA implementationpartner.We will use the Greenfield implementationapproach to enable the client to host SAPS/4HANA on a hyper-scale cloud solutionpowered by Amazon Web Services (AWS).Your company will help MQT build aSaaS architecture to help reinvent the ITecosystem and provide a unique set ofsoftware, hosting, and integrations services.7

KELLTON TECH SOLUTIONS LIMITEDRiyada Digital SelectedKellton Tech to TransformTheir eCommerce Payment’sVisionConsidering our expertise in delivering advanced eCommercesolutions, Riyada Digital — an emerging digital commercecompany in Saudi Arabia — selected us to build a customer-facingeCommerce platform.As a strategic digital partner, Kellton Tech will leverage its technologycapabilities and industry-grade experiences to help Riyada Digitaldesign, develop, and deploy a futuristic eCommerce platform. Itwill use its proprietary currency to allow faster and hassle-freepayments. Your company will help the client pursue cashlessadoption, increase sales, and improves customer experiences.88

KELLTON TECH SOLUTIONS LIMITEDSaaSLaunched tHRive —a Smart, Analytics-Based HRMSolution for Modern BusinessesKellton Tech has created and launched ‘tHRive ’ to help businessesreinvent HRM processes and reimagine experiences considering theshifting talent management needs.Designed using embedded analytics, tHRive is a cloud-based proprietaryproduct that helps businesses disrupt conventional HR processes. Anultramodern HRM solution, tHRive can be used to automate core-criticalfunctions, including talent acquisition and management, learning anddevelopment, employee engagement, performance management,payroll, and more. Businesses can use the solution to meet emergingworkforce challenges, increase employee outcomes, and control costs.9

KELLTON TECH SOLUTIONS LIMITEDKeLiveLaunched KeLive,a White-Labeled, Cloud-BasedBuilding Management SolutionPowered by AI and AnalyticsWe launched KeLive to help real estate managers and residentmanagement companies deploy an advanced building managementsolution that is data-driven and helps deliver rich experiences to digitalage residents.KeLive is an intelligent building management system that harnessesdisruptive PropTech forces such as AI, automation, cloud, analytics,and more to help perform diverse tasks anytime, anywhere, andacross devices. With an intuitive user interface and delivering propertymanagement app experiences, KeLive enables real-time monitoringand control and unifies end-to-end building management tasks. Itis designed to operate within both manned and unmanned buildingblocks/apartments.1010

HIGHLIGHTSOF THE YEARKELLTONTECH SOLUTIONS LIMITED2020-21Partnered With Workato toAugment iPaaS Integrationand Automation CapabilitiesYour company partnered with Workato, a global leader inenterprise iPaaS, conversational bots, API - and cloud-basedintegration, and workflow automation solutions.Kellton Tech will leverage the partnership to drive greater agilityand innovation while delivering enterprise integration andautomation solutions to clients and customers worldwide. Wewill harness Workato capabilities to map disruptive technologieswith automation and enable our clients to simplify workflows,create the right mix of business intelligence and excellence, anddeliver impeccable customer experiences.1111

KELLTON TECH SOLUTIONS LIMITEDPartnered With AutomationAnywhere to Enable BusinessesAttain End-to-End EnterpriseAutomationSeeing the increasing enterprise automation consumption,your company upgraded its capabilities by partneringwith Automation Anywhere, a leading RPA-as-a-Serviceprovider and intelligent automation platform.In partnership with Automation Anywhere, KelltonTech intends to add meaningful value to its enterpriseautomation capabilities and help clients innovate at scale.We will leverage Automation Anywhere’s state-of-theart, cloud-native, and web-based intelligent automationplatform to help businesses create, design, train, andimplement bots to perform end-to-end enterprise-widetasks with speed, efficiency, and accuracy.1212

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KELLTON TECH SOLUTIONS LIMITEDTHEWORKFORCE1414

THEWORKFORCEKELLTON TECH SOLUTIONS LIMITEDOur WorkforceThe FY 2020-21 caused major disruptions for ourworkforce. With the overnight shift to the working-from-home ecosystem in the wake of the ongoingpandemic, our workforce underwent a quick settlementinto the virtual world. Initially, there were bottlenecks.However, it did not take us long to create a connected andcollaborative environment to ensure seamless performanceand continuity in operations.Covid-19 TaskforceDespite working remotely, our employees efficiently collaborated with clients worldwide and deliveredon their work commitments with full responsibility and accountability. The new model helped themaddress our clients’ business challenges and meet expectations with more individual flexibility andshared trust. Ensuring cross-department collaboration was a cause of concern; however, with theright solution-finders spearheading the significant shift to virtual-working environments, we wereable to lead our global business teams to work in tandem and make sure that everyone is on thesame page about what needs to be done and who’s willing to do it.The COVID-19 pandemic wreaked havoc on the global community and left a trail of destructionand death. The health infrastructure was crippled due to a higher positivity rate, and in the wake ofinsufficient resources, the chaos of despair was overwhelming. We, in the middle of this, fought backand created the ‘Kellton’s COVID-19 Taskforce’ to help our people find fast and timely assistance.Many of our employees volunteered to join the initiative and successfully arranged the suppliesneeded to root out infections and sustain life. The most remarkable and unexpected development,however, was the show of solidarity by our people that would continue to inspire us for decades tocome.15

THEWORKFORCEKELLTON TECH SOLUTIONS LIMITEDOur Work CultureAgility sits at the core of our business ecosystem.and ensured there is no communication gap.We practice a work culture that interweavesIt essentially helped us in identifying andflexibility, trust, and satisfaction. The organiceliminating the friction points, which is critical toworking environment encourages our workforceperformance enablement and a balanced workto achieve performance excellence in any givenenvironment.condition. We have always focused on imbibinga work culture that enables our employeesOur work culture is layered by our principles,to perpetually learn, grow, and exhibit theirvalues, and professional attributes that togethercompetence amid the soaring competition.make life at Kellton Tech rewarding and ourorganization among the best places to work.Sticking to our people-first strategies, we havealways ensured that the health and safety ofour workforce remain a top priority. Fiscal 202021 was mainly about maintaining a balancebetween performance enablement and personalwell-being. We ensured a work culture that helpsour employees make equilibrium and emergevictorious at all fronts.We offered all the possible support to theworkforce — including the Taskforce, Doctor-onCall, Therapist-in-Call, an extension of insurancefacilities, and more — ensuring that they work ina cohesive culture to perform efficiently againstall odds.At Kellton Tech, we encourage the workforce tocommunicate both horizontally and vertically. Infiscal 2020-21 — when only 5% of our employeescame to the office — we had an inherentrequirement to reinvent how we communicatedand interacted. We turned to digital mediums16

THEWORKFORCEKELLTON TECH SOLUTIONS LIMITEDTalent AcquisitionExperiences related to talent acquisition werecompletely unconventional in fiscal 2020. Inthe aftermath of the first wave of COVID-19and amid the outbreak of the second wave,acquiring new talents was challenging. Thoughwe actively hired talents across departments tomeet our organizational goals and stay ahead ofthe demand curve, the activity remained largelyvirtual.COVID-19 accelerated the need for digitaltransformation,andbusinesseslookedtobuild solutions on top of AI, cloud, blockchain,analytics, and more. Considering the fact,our talent acquisition team developed robustremote sourcing strategies and gleaned throughthe top business schools, job portals, references,and other talent sources to find the right match.Besides, we also hired people for the leadershiprole. They helped us capture a larger marketshare outside the US and expand our businessesin other geographies, including the UK, and wehope to see such upticks in the future.Talent DiversityWe believe in creating an equal mix of talentwithin our organization. We understand thatdiversity and inclusion are business imperativesthat help us thrive with a holistic perspective.Our faith in providing an equal opportunity tothe workforce — irrespective of nationality, gender, and age — has always helped us attract toptalents worldwide and drive tangible businessbenefits. We created opportunities for peoplewith disabilities, talents from different ethnicgroups, caste, creeds, and races.We have always made it a point to implementour diversity and inclusion strategy efficiently.Not because we are bound to comply with regulatory protocols defined by governments in different countries, but because we firmly believe itencourages our stakeholders to instill their confidence in us. Besides, diverse teams have beensignificantly helping us create meaningful valuesand outperform the competition with full force.17

THEWORKFORCEKELLTON TECH SOLUTIONS LIMITEDTalent DevelopmentCOVID-19 fueled the demand to developOur R&D team is continuously involved innew skills to meet clients’ and customers’identifying possibilities with future technologiesexpectations efficiently. We invested in ourand creating POCs with current technologiesworkforce’s training and skill development tothat help us reinvent our skill developmentaddress the demand curves and created high-processes, learning approaches, and trainingperformance teams with a sense of belonging,frameworks.common purpose, and a shared identity.As the pandemic continued to take hold, tereddevelopmentcreated training and development models thattooffer online, remote, and asynchronous learningunleash their capabilities and empower themto our employees across locations, platforms,to strategically and confidently achieve ourand devices. Given the circumstances, peer-to-organizational goals and business objectives.peer learning emerged out to be a successfulOur R&D lab helped our workforce monitorapproach to knowledge sharing. We reassertedthe trending technologies, explore professionalour commitment to encouraging our employeesrequirements, and build competitive models toto pursue self-development and innovation,help shape their future and achieve their careersustain social and professional integrity, andgoals. Moreover, we assigned mentors whofulfill their duties without losing sight of theenabled special skill development and trainingcompany’s objectives.relevant to technologies and software.18

THEWORKFORCEKELLTON TECH SOLUTIONS LIMITEDHR PoliciesManaging the workforce during the COVID-19HRhad its challenges. But we continuously upgradedour HR policies and guidelines to deployresilient employee management practices withthe utmost efficiency. With agility in our coresystem, we must say that managing peopleprofessionals essentially helped the workforceeven in remote locations was not difficult. Weremainadapted quickly to the changing circumstancesinnovation to manage people, processes, andand ensured a complete satisfactory worksystems seamlessly.hopefulandpracticecontinuousenvironment for our employees.Employee EngagementUndeniably, COVID-19 triggered a massiveshift. Our HR team had added responsibilities infiscal 2020-21, and the way they managed theWith measures such as social distancing andworkforce and other duties was praiseworthy.lockdowns — meant to safeguard populationsOur HR team repurposed policies to supportfrom COVID-19 — we largely continued toseamless performance enablement from runningwork from home the entire fiscal year. Engagingemployee engagement programs, recordingin the COVID-19 world was limited to virtualattendance, enquiring about their health andmeans facilitated by smart devices, the internet,well-being, processing the payroll, and more.chatting and video conferencing apps, socialmedia platforms, and more.We have a healthy and connected workplaceecosystem that functions with a collaborativeIn the pandemic-style working, we developedapproach. Underpinned by flexible workingpractices and approaches to ensure meaningfularrangements and a mobile workforce, weengagementenabled a robust work culture that played aprospective talents across geographies. Ourcritical role in improving talent sourcing andemployee engagement teams, including theoutreach, attracting and retaining talents acrossHR, PR, and Communications, and even thegeographies, and simplifying recruitment andTaskforce, played their respective roles efficientlyselection. Despite adverse market conditions allto ensure we have a well-connected ecosystemover the year, we hired over 100 people in 2020.in place to stay engaged by all possible means.withouremployeesandAmid new roles, challenges, and priorities, our19

THEWORKFORCEKELLTON TECH SOLUTIONS LIMITEDEngaging virtually to celebrate festivals, days ofnational importance, and our success — includingFourth of July, Eid, Holi, Diwali, Halloween, Christmas,and more — was new for us, but stepping beyondconvention brought a deluge of excitement. Thoughit was all virtual, we shared pictures, moments, andemotions and left no stone unturned to feel connectedand engaged even while working remotely.Halloween20

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KELLTON TECH SOLUTIONS LIMITEDCORPORATE INFORMATIONBOARD OF DIRECTORS1.2.3.4.5.6.7.8.Mr. Niranjan ChintamMr. Krishna ChintamMr. Karanjit SinghMr. Srinivas PotluriMr. Brijmohan Venkata MandalaMr. Srinivasa Vijay Kumar AppanaMr. P V V Srinivasa RaoMs. Kunda Kalpana-Chairman & Whole-Time DirectorManaging DirectorWhole-Time DirectorNon-Executive DirectorIndependent, Non-Executive DirectorIndependent, Non-Executive DirectorIndependent, Non-Executive DirectorIndependent, Non-Executive Director-Whole Time Director & Chief Financial OfficerManaging Director & Chief Executive OfficerWhole-Time DirectorCompany SecretaryKEY MANAGERIAL PERSONNEL1.2.3.4.Mr. Niranjan ChintamMr. Krishna ChintamMr. Karanjit SinghMs. Surabi JainCOMMITTEES OF THE BOARDAudit CommitteeName Category of Director DesignationMr. Brijmohan Venkata MandalaNon-Executive Independent DirectorChairmanMr. Srinivasa Vijay Kumar Appana Non-Executive Independent DirectorMemberMr. Niranjan ChintamExecutive DirectorMemberNomination & Remuneration Committee cum Compensation CommitteeName Category of Director DesignationMr. Srinivasa Vijay Kumar Appana Non-Executive Independent DirectorChairmanMr. Brijmohan Venkata MandalaNon-Executive Independent DirectorMemberMr. Srinivas PotluriNon-Executive DirectorMemberMr. Niranjan ChintamExecutive DirectorMemberStakeholders Relationship CommitteeName Category of Director DesignationMr. Brijmohan Venkata MandalaNon-Executive Independent DirectorChairmanMr. Srinivasa Vijay Kumar Appana Non-Executive Independent DirectorMemberMr. Krishna ChintamExecutive DirectorMember24

KELLTON TECH SOLUTIONS LIMITEDCorporate Social Responsibility CommitteeName Category of Director DesignationMr. Srinivasa Vijay Kumar Appana Non-Executive Independent DirectorChairmanMr. Brijmohan Venkata MandalaNon-Executive Independent DirectorMemberMr. Krishna ChintamExecutive DirectorMemberSecurities Issuance CommitteeName Category of Director DesignationMr. Niranjan ChintamExecutive DirectorChairmanMr. Krishna ChintamExecutive DirectorMemberMr. Brijmohan Venkata MandalaNon-Executive Independent DirectorMemberRisk Management CommitteeName Category of Director DesignationMr. Srinivasa Vijay Kumar Appana Non-Executive Independent DirectorChairmanMr. Brijmohan Venkata MandalaNon-Executive Independent DirectorMemberMr. Niranjan ChintamExecutive DirectorMemberCORPORATE IDENTITY NUMBER : L72200TG1993PLC016819CORPORATE OFFICE & REGISTERED OFFICEPlot No. 1367, Road No. 45,Jubilee Hills, HyderabadTelangana – 500 033Tel No - 040-44333000Email id: compliance@kelltontech.comWebsite: www.kelltontech.comSTATUTORY AUDITORS INTERNAL AUDITORAnant Rao & MalikRavindhar ReddyChartered Accountants,Chartered AccountantB-409/410, Kushal Towers,Khairtabad,Hyd-500004, Telangana SECRETARIAL AUDITOREmail Id: armcas@gmail.comMr. NVSS Suryanarayana RaoSHARE TRANSFER AGENTS & DEMAT REGISTRARSM/s XL Softech System Limited3, Sagar Society, Road No. 2,Banjara Hills, Hyderabad – 500 034, Telanganae-mail ID: mail@xlsoftech.comPhone: 040-23545913WEBSITEhttps://www.kelltontech.com25

KELLTON TECH SOLUTIONS LIMITEDBANKERSCOMPLIANCE OFFICERIndusInd Bank, Sardar Patel Rd, Begumpet,Ms. Surabi JainSecunderabad, Telangana 500003Company SecretaryBandhan Bank, Madhapur,Hyderabad ,Email id: compliance@kelltontech.comTelangana 500081Stock Exchanges Where Company’s Securities Are ListedThe BSE LimitedThe National Stock Exchange of India Ltd.26

KELLTON TECH SOLUTIONS LIMITEDNOTICE OF 27TH ANNUAL GENERAL MEETINGNOTICE IS HEREBY GIVEN THAT THE 27TH ANNUAL GENERAL MEETING OF THE MEMBERS OF KELLTONTECH SOLUTIONS LIMITED (“THE COMPANY”) WILL BE HELD ON MONDAY, SEPTEMBER 27, 2021 AT 9:00A.M IST THROUGH VIDEO CONFERENCING (VC) / OTHER AUDIO VISUAL MEANS (OAVM) TO TRANSACTTHE FOLLOWING BUSINESS:ORDINARY BUSINESS :1. Adoption of financial statementsTo receive, consider and adopt the audited financial statements (including the consolidated financial statements) of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors (“the Board”) and auditors thereon.2. To declare final dividend of 5% i.e. 0.25 Paise per equity share of Rs. 5 Face value, for the financialyear 2020-2021.3. Appointment of Mr. Srinivas Potluri (DIN: 03412700) as director liable to retire by rotationTo appoint a director in place of Mr. Srinivas Potluri (DIN: 03412700), Non-Executive Director, who retiresby rotation in terms of Section 152 (6) of the Companies Act, 2013, and being eligible, offers himself forre-appointment.SPECIAL BUSINESS:4. To re-appoint Mr. Niranjan Chintam (DIN: 01658591)as Whole-Time Director of the CompanyTo consider and if thought fit to pass with or without modification the following resolution as SpecialResolution:“RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 and any other applicable provisions,if any, of the Companies Act, 2013 (“Act”) read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the timebeing in force) read with Schedule V to the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, as recommend by the Nomination and Remuneration Committee cum Compensation Committee and Board ofDirectors, consent of the members of the Company be and is hereby accorded to re-appoint Mr. Niranjan27

KELLTON TECH SOLUTIONS LIMITEDChintam (DIN: 01658591) as the Whole Time Director of the Company for a period of 3 (Three) years w.e.f31.10.2021upto the period of 31.10.2024, on such remuneration, terms and conditions as recommended bythe Nomination and Remuneration cum Compensation Committee.RESOLVED FURTHER THAT Mr.Niranjan Chintam, as Whole Time Director will also be entitled for thereimbursement of actual entertainment, travelling, boarding and lodging expenses incurred by him in connection with the Company’s business and such other benefits/amenities and other privileges, as any fromtime to time, be available to other Senior Executives of the Company.RESOLVED FURTHER THAT in the event in any financial year during his tenure, the Company does not earnany profits or earns inadequate profits as contemplated under the provisions of Schedule V to the Companies Act, 2013, the Company may pay, remuneration in accordance with the limits as per the provisions ofSchedule V of Companies Act, 2013.RESOLVED FURTHER THAT any of the Director or Company Secretary of the Company be and is herebyauthorised to file Form No.MR-1, DIR-12 or such other forms with the office of the Registrar of Companiesand to make necessary entries in the Register of Directors maintained by the Company and to take all othernecessary steps as may be required under the Companies Act, 2013 for giving effect to these resolutions.”5. To re-appoint Ms.Kunda Kalpana (DIN:07328517) as an Independent Director of the CompanyTo consider and if thought fit to pass with or without modification the following resolution as SpecialResolution:“RESOLVED THAT pursuant to the provisions of Sections 149, 152 and any other applicable provisions,if a

with Automation Anywhere, a leading RPA-as-a-Service provider and intelligent automation platform. In partnership with Automation Anywhere, Kellton Tech intends to add meaningful value to its enterprise automation capabilities and help clients innovate at scale. We will leve