Agenda for Approval Committee meeting for SEZ Pune Cluster to be held on 28 March 2024. — 10-nalanda-shelters-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. NALANDA SHELTER PRIVATE LTD.

DATE : 28.03.2024

TIME : 11:00 A.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 28.03.2024 INDEX

Agenda Item No.

Subject

Agenda Item No. 01 :- Confirmation of the Minutes of the meeting held on 29.02.2024 Agenda Item No. 02 :- Application of Approval for Addition of Location and Revision in Projections submitted by M/s. Centralogic Consultancy Pvt Ltd. Agenda Item No. 03 :- Application of Approval for Change in Nominee of Designated Partner submitted by M/s. Cerence Services (India) Pvt Ltd. Agenda Item No. 04 :- Application of Approval for Change in Board of Directors submitted by M/s. Aptiv Component India Pvt Ltd.

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

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AGENDA NOTE FOR CONSIDERATION OF THE APPROVAL COMMITTEE

a) Proposal: -

Request by M/s. Centralogic Consultancy Private Ltd.,an IT/ITES unit for approval w.r.t. addition of Location to include admeasuring 26,666 Sq. ft. at Unit No. 3, 11th Floor, Tower ‘A’, Nalanda Shelter Private Limited - SEZ, Near RGIP, Hinjewadi, Phase I, Pune 411057withrevision in projections. b) Specific Issue on which decision of Approval Committee is required: - Approval of the Approval Committee in terms of Rule 19(2) of SEZ Rules, 2006 for Addition of area admeasuring 26,666 Sq. Ft with Revision in projection. (i) Location / area proposed to be added : (Area in Sq.ft) Existing address and area Area proposed to be added Total area after addition Incubation

space located at Office Suite 01, Ground Floor, (8 seats including 1 cabin of 498 Sq.ft area) & Incubation

Block, Ground Floor, (66 Seats, 1 meeting room & 1 IT Room of 5416 Sq. ft area) located at Tower A, Nalanda Shelter Pvt Ltd – SEZ, Near RGIP- Phase-I,

Hinjewadi, Pune-411057 Unit No. 3, 11th Floor, Tower A, Nalanda Shelter Pvt Ltd – SEZ, Near RGIP- Phase-I, Hinjewadi, Pune- 411057

(Tranche

1- 13,333 Sq.ft +Tranche 2- 13,333 Sq.ft of area 26,666 Sq.ft) Incubation space located at Office Suite 01, Ground Floor, (8 seats including 1 cabin of 498 Sq.ft area) & Incubation Block, Ground Floor, (66 Seats, 1 meeting room & 1 IT Room of 5416 Sq. ft area) located at Tower A and Unit No. 3, 11th Floor, Tower A, Nalanda Shelter Pvt Ltd – SEZ, Near RGIP-Phase-I, Hinjewadi,

Pune-411057 (Tranche 1-13,333 Sq.ft +Tranche 2- 13,333 Sq.ft of area 26,666 Sq.ft) Admeasuring area of 5914 Sq. ft. Admeasuring area of 26,666 Sq.ft. Admeasuring

area

of 32,580Sq.ft. (ii) Revision in Projection: Projections of Investment and Employment: Sr.No Item Existing Projection Total Revised Projection 1. Employment Men Women Men Women 50 16 100 100 File No.S-SEZ-PRO0NSPL/2/2023-JDCP

2 TOTAL 66 200 2. Investment-Plant and Machinery/Capital Goods (Rs. in lakhs) i. Indigenous (Capital Goods) 170.00 700.00 ii. Imported (Capital Goods) 33.00 500.00 Total 203.00 1200.00 3. Services i. Indigenous Services 1100.00 2500.00 ii. Imported Services 280.00 280.00 Total 1380.00 2780.00 Approved Projection: (Rs. In Crores) Sr.No Particulars 2023-24 2024-25 2025-26 2026-27 2027-28 Total 1. FOB Value of exports 6.00 9.00 11.50 14.00 15.00 55.50 2. Foreign Exchange outgo 0.45 0.51 0.62 0.73 0.82 3.13 3. Net Foreign Exchange 5.55 8.49 10.88 13.27 14.18 52.37 Proposed Projection: (Rs. In Crores) Sr.N o Particulars 2023- 24 2024- 25 2025-26 2026- 27 2027-28 Total 1. FOB Value of exports 16.00 20.00 24.00 30.00 40.00 130.00 2. Foreign Exchange outgo 1.40 1.45 1.55 1.65 1.75 7.80 3. Net Foreign Exchange 14.60 18.55 22.45 28.35 38.25 122.20 c) Relevant Provisions: - As per First Proviso to Rule 19(2) of SEZ Rules,2006 “PROVIDED that the Approval Committee may also approve proposals for broad banding, diversification, enhancement of capacity of production, change in the items of manufacture or service activity, if it meets the requirements of rule 18” d) Other Information: - File No.S-SEZ-PRO0NSPL/2/2023-JDCP

3  M/sCentralogic Consultancy Private Ltd., bearingLOA No. SEEPZ- SEZ/NSPL-SEZ/CCPL/14/2022-23/2106 DATED 28.02.2023 (Original LOA). located at Office Suite 01, Ground Floor, Tower A, Nalanda Shelter Pvt. Limited – SEZ, Near Rajiv Gandhi Infotech Park, Hinjewadi, Phase I, Pune 411057.  Date of Commencement: 03.10.2023  LOA is valid upto: 02.10.2028  Reason for additional area:

Now since they have started operations from their SEZ Unit, their Business is growing with additional requirement of employees and due to growing business and progressive future prospects, the company management has decided to avail additional premises in the same SEZ of permanent nature which will be their main premises of SEZ unit and for the same they have received a signed letter of Intent from the Developer, Address of additional location. The unit has submitted the following documents with the application: i. Copies of LOAs issued till date ii. Copy of Board Resolutions iii. Letter of offer for lease of Office space at Unit 3, 11th Office Floor, Tower ‘A’ Nalanda Shelter Pvt. Limited – SEZ, Near Rajiv Gandhi Infotech Park, Hinjewadi, Phase I, Pune 411057 duly signed by the Developer – letter dated 27.02.2024. iv. Form F-3 v. Foreign Exchange Balance Sheet; vi. List of Imported and Indigenous Capital Goods. e) ADC Observations: -  Approval Committee may kindly consider the proposal submitted by the unitfor addition of area to the existing operational areawith revision in projection in terms of Rule 19(2) of SEZ Rules, 2006. ****************** File No.S-SEZ-PRO0NSPL/2/2023-JDCP

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: - Proposal submitted by M/s. Cerence Services (India) LLP, unit located in Nalanda Shelter Pvt Ltd - SEZ for Change in Nominee of designated partner in terms of Instruction No. 109 dated 18.10.2021. b) Specific Issue on which decision of Approval Committee is required: - Approval for Change in Nominee of designated partner in terms of Instruction No. 109 dated 18.10.2021, as detailed below: Summary of Partners/Designated Partners & their contribution before change. Sr. No. Name

of Designated P to the LLP Agreement. Through Nominee Designated Partners LLP Agreement Effective From date Capital Contribution (Amt. in Rs.) Capital Contribution percentage 01 Name

of 1stPartner : Cerence B V Address

: CBS Weg 11,6412 Ex Heerlen, Netherlands Name : Mr. Aniket Kulkarni 26.04.2023 for Change in Nominee Designated Partner 42,03,22,350.00 98.94% 02 Name

of 2ndPartner : Cerence Service B V Address

: Olympia 2 D, 1213NT Hilversum, Netherlands Name : Dennis Joseph Close 01.04.2022 for Change in Nominee Designated Partner 45,14,000.00 01.06% Total 42,48,36,350.00 100% File No.S-SEZ-PRO0NSPL/2/2022-JDCP

2 Summary of Partners/Designated Partners & their contribution After change : Sr. No. Name

of Designated Parties

to the LLP Agreement. Through Nominee Designated Partners LLP Agreement Effective From date Capital Contribution (Amt. in Rs.) Capital Contribution percentage 01 Name

of 1stPartner : Cerence B V Address

: CBS Weg 11,6412 Ex Heerlen, Netherlands Name : MsShuchi Maitra 23.12.2023 for Change in Nominee Designated Partner 42,03,22,350.00 98.94% 02 Name

of 2ndPartner :Cerence Service B V Address

: Olympia 2 D, 1213NT Hilversum, Netherlands Name : Dennis Joseph Close 01.04.2022 for Change in Nominee Designated Partner 45,14,000.00 01.06% Total 42,48,36,350.00 100% 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. Cerence Services (India) LLP, located at Office No. 4 &Unit No. 1 at 2nd Floor, Tower A& Lab space at Podium 2, Power A, Nalanda Shelter Pvt Ltd – SEZ, Blue Ridge, RGIP, Hinjewadi Phase I, Pune 411057 has submitted application for following LOA No. o LOA No. SEEPZ-SEZ/EKIPL-SEZ/CSILLP/50/2019-20 DATED 09.03.2020 (As amended)  Unit have submitted following documents: o Online Application Request Id : 422400080955 File No.S-SEZ-PRO0NSPL/2/2022-JDCP

3 o CA

certified

capital

contribution/List

of

Designated Partners/Nominee before &after change in Nominee of Designated Partner. o Copy of LLP Form 3 &LLP Form 4 alongwith its Paid Challans. o Copy of resolution for appointment of MsShuchi Maitra & resignation of Aniket Kulkarni. o Certificate of Incorporation o Initial LLP agreement o All Supplementary LLP agreement for capital change, Designated partner change & Nominee person Change o Undertaking regarding personal liability arising, if any, against the nominee of Designated partner. o Undertaking in terms of Instruction No. 109.  Reason for Change in Nominee of designated partner: The unit has informed that due to resignation of one of the Nominee designated Partner Mr. Aniket Kulkarni and Ms.Shuchi Maitra has been appointedas Nominee of Designated Partner w.e.f 23.12.2023. d) ADC’s observation:

Approval committee may kindly consider the proposal of Unit for Change in Nominee of designated partner in terms of Instruction no. 109 of issued by MOC&I.

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File No.S-SEZ-PRO0NSPL/2/2022-JDCP

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: Proposal submitted by M/s. Aptiv Components India Pvt Ltd., located at Nalanda Shelter Pvt Ltd – SEZ for approval of Change in Board of Directors. b) Specific Issue on which decision of Approval Committee is required: Approval of the Approval committee for Change in Board of Directors in terms of Instruction No.109 dated 18.10.2021, issued by MOC&I. as detailed below:

List of existing Board of Directors: Sr. No Name of Directors Designation Appointment Date Resignation Date 1. Nowtej Singh Director 05.02.2011

2 Amitabh Mathur Director 22.07.2022

Proposed list of Board of Directors: Sr. No Name of Directors Designation Appointment Date 1. Nowtej Singh Director 05.02.2011 2 Amitabh Mathur Director 22.07.2022 3. Arun Devaraj Additional Director 26.12.2023 c) Relevant provisions:
Instruction no. 109 dated 18.10.2021 issued in supersession of Instruction No. 89 & 90 dated 17.05.2018, 03.08.2018 respectively, issued by SEZ Section, Department of Commerce and Industry, Government of India, “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 re- organization.” 1 File No.S-SEZ-PRO0NSPL/9/2022-JDCP

d) Other Information:  M/s. Aptiv Components India Pvt Ltd., Company was granted LOA No. SEEPZ- SEZ/NSPL-SEZ/ACIPL/11/2022-23/1170 dated 16.11.2023  Location: Unit No. 1 & Unit No. 4, 10th Floor, Tower ‘A’, Nalanda Shelter Pvt Ltd – SEZ, Rajiv Gandhi Infotech Park, Hinjewadi, Phase-I, Pune-411 057  DCP: 01.08.2023  LOA valid upto: 31.07.2028  Reason for change Board of Directors

.: The unit has informed that, Shri Arun Devaraj has been appointed as Additonaa Director on 26.12.2023, hence there is a change in Board of Directors.  The Unit has submitted the following documents with the application: o On Line Application for change in Directorship; o Copy of DIR-12 for Shri Arun Devaraj. o Copy of Board Resolution for appointment of Director; o Copy of Original LOA o List of Directors Before & After change in Director; o Unit has informed that there is no change in shareholding patter of company due to change in directorship. o Undertaking for terms and conditions of Instruction No. 109 e) ADC observation:  Approval committee may kindly consider the proposal for change in Board of directors, in terms of Instruction No. 109 dated 18.10.2021, issued by MOC&I

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2 File No.S-SEZ-PRO0NSPL/9/2022-JDCP