Agenda for meeting of Approval Committee meeting for Pune-Cluster to be held on 25- July- 2023. — 00-10embassy-pune-techzone-pvt-ltd-sez

SEEPZ SPECIAL ECONOMIC ZONE ANDHERI (EAST), MUMBAI.

AGENDA FOR

MEETING OF THE APPROVAL COMMITTEE FOR SECTOR SPECIFIC SPECIAL ECONOMIC ZONE FOR IT/ITES AT PUNE OF M/S. EMBASSY PUNE TECHZONE PVT. LTD.-SEZ

Via Video Conferencing

DATE : 25.07.2023

TIME : 03.00 P.M.

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MEETING OF THE APPROVAL COMMITTEE FOR SECTOR SPECIFIC SPECIAL ECONOMIC ZONE FOR IT/ITES AT PUNE, UNDER THE CHAIRMANSHIP OF DEVELOPMENT COMMISSIONER, SEEPZ-SEZ ON 25.07.2023

INDEX

Agenda Item No.

Subject

Agenda Item No. 01: - Confirmation of the Minutes of the meeting held on 27.06.2023 Agenda Item No. 02: - Application for Approval of Change in Board of Directors submitted by M/s. Nitor Infotech Pvt Ltd-Unit I & II

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1 Minutes of the 86th Meeting of the Approval Committee held under the Chairmanship of Zonal Development Commissioner SEEPZ-SEZ, Mumbai for Sector Specific Special Economic Zone for IT/ITES of M/s. Embassy Pune TechZone Pvt. Ltd.-SEZ, Pune, held on 27.06.2023 via video conferencing. 1 Name of the SEZ M/s. Embassy Pune TechZone Pvt. Ltd.-SEZ 2 Sector IT/ITES 3 Meeting No. 86th 4 Date 27.06.2023 Members present Sr Name and Designation (S/Shri.) Department 1 Smt. Mital Hiremath Joint Development Commissioner Pune Cluster SEZ, Pune 2 Smt. Pradnya R. Gholap, DCIT (TDS) Pune Nominee of Income Tax, Pune 3 Dr. Dileeraj Dabhole, Deputy DGFT Nominee of DGFT, Pune 4 Smt. Sunita Jagtap Superintendent Nominee of Customs, Pune Special Invitee S r Name and Designation Department 1 Shri B. Ajay Kumar Specified Officer M/s. Embassy Pune TechZone Pvt. Ltd.-SEZ Agenda Item No.01: Confirmation of Minutes of the 85th meeting held on 25.04.2023 After deliberation, the Committee confirmed the minutes of the 85th Approval Committee meeting held on 25.04.2023 Agenda Item No. 02: Application for Approval of List of Material submitted M/s. Embassy Pune TechZone Pvt Ltd After deliberation, the committee approved the proposal of the Developer for List of Material including machinery, equipment and construction material required fro authorized operations, totally valued of Rs. 72,46,712/-(0.72 Crores) duly certified by the Chartered Engineer M. L. Kendre & Associates, Reg. No. M-117207/1 dt. 08.07.1999 in terms of Rule 12(2) of SEZ Rules, 2006. Agenda Item No.03: Application for Approval of Change in Canteen Vendor submitted by M/s. ConnectWise LLP After deliberation, the committee approved the proposal of the Change in Canteen Vendor, in terms of Instruction No. 95 dated 11.06.2019 issued by MOC&I. As detailed below: File No.S-SEZ-MINS0EPTP/1/2022-JDCP I/2316/2023 224

2 Name of Vendor Location and Area Approved Activity Jadhav Caterers 5h Floor, Wing A, Block 1.5 Rhine, Embassy Pune TechZone Pvt Ltd-SEZ, Admeasuring area: 1510sq.ft Supply of pre-cooked food This approval is subject to the following conditions:

1. The Service Provider will not be eligible for any exemptions, drawback, concessions or any other benefit available under Section 7 or Section 26 of the SEZ Act for creating or operating such facilities.
2. The Unit/ Service provider shall adhere all the necessary approvals / NOCs/ Clearance from the Fire Dept., FASSAI and other statutory authorities, as required for setting up / running of such facility.
3. The facilities will only be utilized for exclusive use of the employees of the units. Agenda Item No.04: Application for Approval of Change in Shareholding Pattern submitted by M/s Nitor Infotech Pvt Ltd-Unit I & II After deliberation, the committee approved the proposal of the unit for Change in Shareholding Pattern and Change in Board of Directors, in terms of Instruction No. 95 dated 18.10.2022, as detailed below: Approved Shareholding Pattern: Name of Shareholders Class of Equity Shares Class of Equity Shares (After Conversion of Class B Equity Shares into Class A Equity Shares) Proposed Shareholding Eclipse Investments LLC Class A 39,48,439 0 Mr. C. E. Potnis Class A 18,2,604 0 Mr.

Sanjeev Fadanvis Class A 7,89,689 0 Mr.

Sanjeev Fadanvis Class B 0 0 Ascendion Engineering

Pvt Ltd. Class A 0 65,80,732 Ascendion Engineering

Pvt Ltd. Class C 0 181,803 65,80,732 67,62,535 File No.S-SEZ-MINS0EPTP/1/2022-JDCP I/2316/2023 225

3 The approval is subject to the conditions as laid down in Instruction No. 109, as applicable, issued by MOC&I
a. Seamless continuity of the SEZ activities with unaltered responsibilities and obligations for the altered entity; b. Fulfilment of all eligibility criteria applicable, including security clearances etc. by the altered entity and its constituents; c. Applicability of and compliance with all Revenue/Company Affairs/SEBI etc. Act/Rules which regulate issues like capital gains, equity change, transfer, taxability etc. d. Full financial details relating to change in equity/merger, demerger, amalgamation or transfer in ownership etc. shall be furnished immediately to Member (IT&R), CBDT, Department of Revenue and to the jurisdictional Authority. e. The assessing officer shall have the right to assess the taxability of the gain/loss arising out of the transfer of equity or merger, demerger, amalgamation, transfer in ownerships etc. as may be applicable and eligibility for deduction under relevant sections of the Income Tax Act, 1961. f. The applicant shall comply with relevant State Government laws, including those relating to lease of land, as applicable. g. The applicant shall furnish details of PAN and jurisdictional assessing office of the unit to CBDT. h. The applicant shall be recognized by the new name or such arrangement in all the records. Meeting ended with a vote of thanks to the Chair.

(Shyam Jagannathan, IAS) Chairman-cum- Development Commissioner E-Mail- dcseepz-mah@nic.in File No.S-SEZ-MINS0EPTP/1/2022-JDCP I/2316/2023 226

1 GOVT. OF INDIA, OFFICE OF THE ZONAL DEVELOPMENT COMMISSIONER, SEEPZ – SEZ (PUNE CLUSTER)

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AGENDA NOTE FOR CONSIDERATION OF APPROVAL COMMITTEE

a) Proposal: - Applications submitted by M/s. Nitor Infotech Pvt Ltd. Unit-I and II IT/ITES units located in Embassy Pune TechZone Pvt Ltd.- SEZ for Change in Board of Directors. b) Specific Issue on which decision of Approval Committee is required: - Approval of the Committee for Change in Board of Directors, in terms of Instruction No. 109 dated 18.10.2021, as detailed below: Existing List of Board of Directors: Sr. No. Name of the Director Designation Cessation Date 1. Mr. Chandrashekhar Eknath Potnis Managing Director 06.07.2023 2. Mr. Sanjeev Sharad Fadanvis Wholetime Director 06.07.2023 3. Mr. Sultan Said Al Ghaithi Director 30.06.2023 Proposed List of Board of Directors: Sr. No. Name of the Director Designation Appointment Date 1. Mr. Vinay Verma Director 06.07.2023 2. Mr. Pradeep Nair Director 06.07.2023 c) Relevant provisions: - As per para (i) of Instruction no. 109, dated 18.10.2021, “Reorganization including change of name, Change of Shareholding pattern, business transfer arrangements, court approved mergers and demergers, change of constitution, Change of Directors, etc. may be undertaken by the Unit Approval Committee (UAC) concerned subject to the condition that the Developer/Co-developer/ Unit shall not opt out or exit out of the Special Economic Zone and continues to operate as a going concern. All liabilities of the Developer/Co-Developer/Unit shall remain unchanged on such reorganization.”… d) Other Information: -  M/s. Nitor Infotech Pvt Ltd. Unit-I and II has submitted application for following LOA Nos. File No.S-SEZ-PRO0EPTP/19/2022-JDCP I/2457/2023 186

2 o Unit 1-LOA No. SEEPZ/PEPPL-SEZ/NIPL/20/2016-17/25809 dated 29.08.2016 o Unit 2 LOA No. SEEPZ/PEPPL-SEZ/NIPL/21/2016-17/25806 dated 29.08.2016  Units have submitted following documents: o Online Application for change in Directors o List of Existing and Proposed Directors o Copy of all LOAs o Form DIR-12 of newly appointed Directors with Challan o Form DIR-12 for Resignation of Director with Challan o Undertaking in terms of Instruction No. 109 o Undertaking regarding personal liability arising, if any against the resigning director. o The unit has submitted that, there will be no change in Shareholding pattern due to change in composition of Board of Directors.  Reason for change in board of directors: The unit has informed that, there has been change in composition of board of directors of the company due to the appointment and cessation of Directors. d) ADC’s Recommendations:

Approval committee may like to consider the proposal of Units for Change in Board of Directors., in terms of Instruction no. 109 issued by MOC&I.

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File No.S-SEZ-PRO0EPTP/19/2022-JDCP I/2457/2023 187