IN FORCE SEZ / EOU / FTWZ 2024-02-08

Agenda for Approval Committee meeting for SEZ Pune Cluster to be held on 09 February 2024 — 03-3eon-kharadi-infrastructure-pvt-ltd-sez-phase-i

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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. EON KHARADI INFRASTRUCTURE PVT. LTD.-SEZ, PHASE I.

DATE : 09.02.2024

TIME : 04:00 P.M.

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 09.02.2024 INDEX

Agenda Item No.

Subject

Agenda Item No. 01 :- Confirmation of the Minutes of the meeting held on 05.12.2023 Agenda Item No. 02 :- Application for Approval of leasing out built up space to new vendors to run existing cafeteria facility in processing area. submitted by M/s. EON Kharadi Infrastructure Pvt. Ltd. Agenda Item No. 03 :- Application for Approval of Change of Name, Change of Directors, Change of Registered Office Address and Shareholding Pattern submitted by M/s. Tietoevry Connect India Pvt. Ltd. Agenda Item No. 04:- Application for Approval of Change of Directors, Change of Registered Office Address and Shareholding Pattern Submitted by M/s. Tietoevry Fintech India Pvt. Ltd. Agenda Item No. 05:- Application for Approval of Change of name, Change of Directors, Change of Registered Office Address submitted by
M/s. Tieto India Pvt. Ltd.

GOVT. OF INDIA, OFFICE OF THE DEVELOPMENT COMMISSIONER, SEEPZ-SEZ (PUNE CLUSTER)

AGENDA NOTE FOR CONSIDERATION OF THE APPROVAL COMMITTEE

a. Proposal:

Application submitted by M/s. EON Kharadi Infrastructure Private Limited, Phase I (Developer), for the leasing out built up space to new vendors to run existing cafeteria facility in processing area.

b. Specific issue on which decision of Approval Committee is required:

Approval for leasing out built up space to new vendors to run existing cafeteria facility in processing area, in terms of Rule 11(5) of SEZ Rules, 2006, as detailed below:

Sr. No. Name of Vendor Location Area in Sq.ft. 1. Eversub India Pvt Ltd Unit 2, Podium counter, Lower Ground Floor, Cluster B 213 2. Tea Post Pvt Ltd Unit 2, Podium counter, Lower Ground Floor, Cluster C 1090 3. CK’s

3rd Generation Unit Mughlai Counter, Lower Ground Floor, Cluster D 286

c. Relevant provisions:

Rule 11 (5) of SEZ Rules, 2006

“(5) The land or Build up space in the processing area or Free Trade and Warehousing Zone shall be given on lease only to the entrepreneurs holding valid Letter of Approval issued under Rule 19 and [the lese period shall not be less than five years but notwithstanding any other condition in the lease deed, the lease rights would cease to exist in case of the expiry or cancellation of the Letter of Approval:]

PROVIDED that the Developer may, with the prior approval of the Approval Committee, grant on lease land or built-up space, for creating facilities such as canteen, public telephone booths, first aid center, creche and such other facilities as may be required for the exclusive use of the Unit. d. Other information:

• Formal Letter of Approval No. F.2/59/2005-SEZ date 17.07.2006 (Phase-I) • Location: EON Kharadi Infrastructure Pvt Ltd.-SEZ, Phase-I , Plot No 1, Survey No 72/2/1, MIDC Knowledge Park, Kharadi, Pune-411014 File No.S-SEZ-PRO0EON1/21/2022-JDCP I/3691/2024 217

• The Developer has submitted that: They will execute the lease deed with leasee after approval from this office and same may be furnished to this office on demand. The Company will create necessary infrastructure and provide necessary equipment’s or any other capital goods which would be required for setting up the aforesaid common facility, The lessee would install their own equipment’s in the specified lease area. Further, such equipment or any other capital goods will be returned post expiry of the lease tenure and no benefits of customs or GST or any other benefits will be availed by the vendor in procuring the equipments/ goods. The aforesaid facilities will be used exclusively for the SEZ units and the visitors, etc. subject to inter alia, following security protocols. The service providers as may be required, to ensure proper functioning of the facility, may visit the SEZ to provide the required services and the SEZ will ensure entry and exit in the SEZ only to the identified persons of the service providers and The company will collect GST on rent from the lessee as may be applicable and the same will be remitted to Government of India

• The Developer has also submitted following documents: Self-Certified copy of the Draft MOU Form B issued to EON SEZ, Phase-I Self-Certified copy of Fire NOC of EON SEZ-Phase-I Copy of floor plan where this facility would be set up

e. ADC’s observations:

Approval Committee may kindly consider the proposal of the Developer for the leasing out built up space to the new vendors to run existing cafeteria facility in processing area, in terms of Rule 11(5) of SEZ Rules, 2006.

File No.S-SEZ-PRO0EON1/21/2022-JDCP I/3691/2024 218

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

AGENDA NOTE FOR CONSIDERATION OF APPROVAL COMMITTEE

a. Proposal: - Application submitted by M/s. Tietoevry Connect India Pvt. Ltd. IT/ITES unit located in EON Kharadi Infrastructure Pvt. Ltd-SEZ Phase-I for Change of Name, Change of Directors, Change of Registered Office Address and Shareholding Pattern

b. Specific Issue on which decision of Approval Committee is required: -Approval of the Committee for change in Name of the company from M/s.Tietoevry Connect India Pvt. Ltd. to M/s. Tietoevry Tech Service India Pvt. Ltd, Change of Directors, Change of Registered Office Address and Shareholding Pattern, in terms of Instruction No. 109 dated 18.10.2021, as detailed below: SR. No PARTICULAR BEFORE CHANGES AFTER CHANGES 1 Name of the Company TIETOEVRY CONNECT INDIA PVT. LTD. TIETOEVRY TECH SERVICES INDIA PVT. LTD. 2 Registered Office Address World Trade Centre Level 9, Floor 9 Opp. EON Free Zone Kharadi, Pune-411014 1st to 3rd Floor wing 1, Cluster D EON Free Zone MIDC Kharadi Knowledge Park, Pune-411014.

List of Directors- Before Change: Name of Directors Ashwani Batra Stefan Krebs Status Resident Foreign Citizen DIN 06908139 03622528 PAN AAWPB3820B NA Aadhar 709943003217 NA

List of Directors-After Change: Name of Director Ashwani Batra Risto

Erik

Tapani Fagerholm Satu

Kristina Kiiskinen Status Resident Foreign Citizen Foreign Citizen DIN 06908139 10227688 06802036 PAN AAWPB3820B NA NA Aadhar 709943003217 NA NA Changes Continued New New File No.S-SEZ-PRO0EON1/8/2023-JDCP I/3692/2024 232

Effective Date 30th Nov 2022 22nd Aug 2023 22nd Aug 2023

Shareholding pattern before change and after change:

Tietoevry Connect India Pvt Ltd.

Tietoevry Tech Services India Pvt. Ltd. Name of Shareholders Before change Shareholding pattern Capital Name of Shareholders After Change Shareholding pattern Capital

Holding No. Of Share Share Capital INR

Holding No. Of Share Share Capital INR Tieto India Pvt Ltd 99.00% 99 990 Tieto Netherlands Holding B.V 99.99% 183556 1835560 Ashwani Batra (As a nominee of Tieto India Pvt. Ltd) 1.00% 1 10 Tietoevry Oyj (As a Nominee of Tieto Netherlands Holding B.V) 0.01% 1 10

100 1000

183557 1835570

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. Tietoevry Connect India Pvt. Ltd. is granted LOA No. SEEPZ- SEZ/EKIPL-SEZ/TCIPL/73/2023-24/590 Dated 3.08.2023 is located at 1st, 2nd and 3rd Floor of Wing 1, Cluster D EON Free Zone, MIDC Kharadi, Kharadi Knowledge Park Pune-411014. • DCP: Not yet Commence • LOA valid till: 02.08.2024 • The Unit has submitted following documents:

  1. Copy of INC-24 Certificate of Incorporation

  2. Copy of Change in registered Office Address

  3. Copy of Proof of shareholding pattern with details

  4. Copy of List of Directors after Change of Name

  5. Copy of Board Resolution for Name Change

  6. Copy of DIR -12 of newly appointed Director

  7. Copy of DIR- 12 of reigned Director File No.S-SEZ-PRO0EON1/8/2023-JDCP I/3692/2024 233

  8. Undertaking in r/o resigning director & in terms of Instruction no. 109

  9. Copy of Memorandum of Association and Article of Association

• Reason for change Name, Board of Directors and shareholding

pattern:

The Company has informed that the Changes are due to demerger activity

d. ADC’s Observation: • Approval Committee may kindly consider the proposal of the unit for Change in name of the company, Board of Directors and shareholding pattern due to approved merger, in terms of Instruction no. 109 issued by MOC&I.

File No.S-SEZ-PRO0EON1/8/2023-JDCP I/3692/2024 234

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

AGENDA NOTE FOR CONSIDERATION OF APPROVAL COMMITTEE

a. Proposal: - Application submitted by M/s. Tietoevry Fintech India Pvt. Ltd. IT/ITES unit located in EON Kharadi Infrastructure Pvt. Ltd-SEZ Phase-I for Change of Directors, Change of Registered Office Address and Shareholding Pattern

b. Specific Issue on which decision of Approval Committee is required: -Approval of the Committee for Change of Directors, Change of Registered Office Address and Shareholding Pattern, in terms of Instruction No. 109 dated 18.10.2021, as detailed below:

Registered Address Change: SR. No PARTICULAR BEFORE CHANGES AFTER CHANGES 1

Registered Office Address World Trade Centre Level 9, Floor 9 Opp. EON Free Zone Kharadi, Pune-411014 4th Floor, Wing 1, Cluster D, EON Free Zone MIDC Kharadi Knowledge Park Pune-411014.

Existing List of Board of Directors: Name of Directors Ashwani Batra Stefan Krebs Status Resident Foreign Citizen DIN 06908139 03622528 PAN AAWPB3820B NA Aadhar 709943003217 NA

Proposed List of Board of Directors: Name of Director Ashwani Batra Klaus Andersen Pasi Kalevi Mauno Status Resident Foreign Citizen Foreign Citizen DIN 06908139 08523008 10218756 PAN AAWPB3820B NA NA Aadhar 709943003217 NA NA Changes Continued New New Effective Date 14th Dec 2022 22nd Aug 2023 22nd Aug 2023

Existing Shareholding pattern and Proposed Shareholding pattern File No.S-SEZ-PRO0EON1/9/2023-JDCP I/3694/2024 211

Tieto Connect India Pvt Ltd.

Tietoevry Tech Services India Pvt. Ltd. Name of Shareholders Existing Shareholding pattern Name of Shareholders Proposed Shareholding pattern

Holding No. Of Share Share Capital INR

Holding No. Of Share Share Capital INR Tieto India Pvt Ltd 99.00% 99 990 Tieto Netherlands Holding B.V 99.99% 183556 1835560 Ashwani Batra (As a nominee of Tieto India Pvt. Ltd) 1.00% 1 10 Tietoevry Oyj (As a Nominee of Tieto Netherlands Holding B.V) 0.01% 1 10 Toal

100 1000 Total

183557 1835570

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. Tietoevry Fintech India Pvt. Ltd. is granted LOA No. SEEPZ-SEZ/EKIPL- SEZ/TLIP/74/2023-24/591 Dated 03.08.2023 is located at 4th Floor, wing 1 Cluster D, EON Special Economic Zone, Phase-I Plot No.77, MIDC, Kharadi Knowledge Park Khardi Pune-411014 • DCP: Not yet Commence • LOA valid till: 02.08.2024 • The Unit has submitted following documents:

  1. Copy MCA Certificate regarding Change in registered Office Address
  2. Copy of Proof of shareholding pattern with details
  3. Copy of Board Resolution
  4. Copy of List of Directors after Change
  5. Form DIR 12 for Resigned Director with ROC along with its challan
  6. Form DIR 12 for newly appointed Director with ROC along with its challan
  7. Copy of Memorandum of Association and Article of Association
  8. Undertaking as per Instruction 109

Reason for change in Board of Directors and shareholding pattern: The Unit has submitted that the company demerged and as a result of the demerger activity, the existing composition has been changed. Mr. Stefan Krebs resigned on File No.S-SEZ-PRO0EON1/9/2023-JDCP I/3694/2024 212

18.10.2023 and Klaus Andersen and Pasi Kalevi Mauno have joined as Director on 22.08.2023.

d. ADC’s Observation: • Approval Committee may kindly consider the proposal of the unit for Change of Registered Office Address, Board of Directors and shareholding pattern in terms of Instruction no. 109 issued by MOC&I.

File No.S-SEZ-PRO0EON1/9/2023-JDCP I/3694/2024 213

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

AGENDA NOTE FOR CONSIDERATION OF APPROVAL COMMITTEE

a. Proposal: - Application submitted by M/s. Tieto India Pvt. Ltd. IT/ITES unit located in EON Kharadi Infrastructure Pvt. Ltd-SEZ Phase-I for Change of name, Change of Directors, Change of Registered Office Address.

b. Specific Issue on which decision of Approval Committee is required: -Approval of the Committee for Change of name, Change of Directors, Change of Registered Office Address, in terms of Instruction No. 109 dated 18.10.2021, as detailed below:

SR. No PARTICULAR BEFORE CHANGES AFTER CHANGES 1 Name of the Company TIETO INDIA PVT. LTD. TIETOEVRY INDIA PVT. LTD. 2 Registered Office Address Ground to 5th Floor, Wing 1, cluster D, EON Free Zone MIDC Kharadi Knowledge Park, Pune-411014. Ground and 5th Floor, Wing 1 Cluster D, EON Free Zone MIDC Kharadi Knowledge Park, Pune-411014.

Existing List of Board of Director: Sr. No. Name of the Director Designation Cessation/ Resignation Date Date of Appointment 1. Ashwani Batra Director

30.01.2017 2. Stefan Krebs Director 18.10.2023

Proposed List of Board of Director: Sr. No. Name of the Director Designation Date of Appointment 1. Ashwani Batra Director 30.01.2017 2. Mikael Erik Thun Director 22.08.2023

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 File No.S-SEZ-PRO0EON1/24/2022-JDCP I/3693/2024 240

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. Tieto India Pvt. Ltd. is granted LOA No. SEZ/PUNE/2K/2008-09/336 Dated 25.04.2009 is located at Ground to 5th Floor, Wing 1, cluster D, EON Free Zone MIDC Kharadi Knowledge Park, Pune-411014. • DCP: 01.07.2009 • LOA valid till: 30.06.2024 • The Unit has submitted following documents

  1. Copy MCA Certificate regarding Change of Name and registered Office Address
  2. Copy of Proof of shareholding pattern with details
  3. Copy of List of Directors after Change of Name
  4. Copy of Board Resolution for Name Change
  5. Form DIR 12 for Resigned Director with ROC along with its challan
  6. Form DIR 12 for newly appointed Director with ROC along with its challan
  7. Copy of Memorandum of Association and Article of Association

• Reason for change in Board of Directors and shareholding pattern:

The Unit has submitted that the company demerged and as a result of the demerger activity, the existing composition has been changed. Mr. Stefan Krebs resigned on 18.10.2023 and Mr. Mikael Erik Thun joined as Director on 22.08.2023.

d. ADC’s Observation: • Approval Committee may kindly consider the proposal of the unit for Change in name of the company, Board of Directors and shareholding pattern due to approved demerger, in terms of Instruction no. 109 issued by MOC&I.

File No.S-SEZ-PRO0EON1/24/2022-JDCP I/3693/2024 241

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