Hexaware Technologies Ltd: Outcome of EGM

Hexaware Technologies Ltd has informed BSE that the members at the Extra Ordinary General Meeting (EGM) of the Company held on February 15, 2011, inter alia, have accorded to the following:

1. Alteration of the Articles of Association of the Company to enable reclassification of shares.

2. Alteration of the Article 47 of the Articles of Association of the Company to enable increase of capital by passing an on resolution.

3. Reclassification of the Authorized Share Capital, 30,00,000 (Thirty Lakhs) Preference Shares of Rs. 100/- (Rupees One Hundred) into 15,00,00,000 (Fifteen Crores) Equity Share of Rs. 2/- (Rupees Two) each, aggregating to Rs.30,00,00,000/- (Rupees Thirty Crores Only) and Alteration of the Memorandum of Association of the Company.

4. Alteration of the Articles of Association of the Company upon reclassification of Authorised Share Capital.

5. Issue of Bonus Shares in the ratio of 1:1

6. Alteration of the Articles of Association of the Company to authorize Board of Directors to capitalize Reserves of the Company.

7. Appointment of Mr. R V Ramanan as the Whole- time Director of the Company.

Further, note that the Remuneration & Compensation Committee of the Board at its meeting held on February 15, 2011 considered and approved the exercise of 52,750 options by employees under the Employee Stock Option Scheme 2002 and 2007.

The Committee also considered and approved the grant of 1,09,000 options under Employee Stock Option Scheme 2007 at a price of Rs. 103.95, the closing price on the National Stock Exchange recording the highest volume of trade on the day before the date of the Committee Meeting i.e. closing price on January 14, 2011 on the National Stock Exchange which was Rs. 103.95. These options are convertible into equivalent number of equity shares of the company with equal vesting over four years @ 25% at the end of each year and first vesting at the end of first year as per the scheme. The options shall be exercised over a period of 7 years from the date of grant.

The Committee has also decided to double the number of employee stock options and have the exercise price on account of issuance and allotment of Bonus Equity Shares in the proportion of 1:1.