Shareholders meeting

July 8, 2026 BSE Limited National Stock Exchange of India Limited Corporate Service Department, Exchange Plaza, Bandra Kurla Complex, 01st Floor, P. J. Towers, Bandra (E), Dalal Street, Mumbai 400 051 Mumbai 400 001 Scrip Code: 504067 Symbol: ZENSARTECH Sub.: Notice of 63rd Annual General Meeting Dear Sir/Madam, In continuation of our letter dated June 30, 2026, please note that the 63rd Annual General Meeting (“AGM”) of the Company will be held on Thursday, July 30, 2026, at 03:30 P.M. (IST) through Video Conferencing (‘VC’)/Other Audio Visual Means (‘OAVM’), in accordance with relevant circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India (‘SEBI’). In Compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith Notice convening the 63rd AGM for the Financial Year 2025-26. This is for your information and records. Thanking you, Yours sincerely, For Zensar Technologies Limited Anand Daga Company Secretary Encl.: As above CIN: L72200PN1963PLC012621 www.zensar.com Zensar Technologies Limited, Zensar Knowledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, +(20) 6607 4000, 2700 4000 investor@zensar.com Pune 411014 +(20) 6605 7888 Zensar Technologies Limited Statutory Reports Notice NOTICE IS HEREBY GIVEN THAT THE SIXTY-THIRD “RESOLVED THAT pursuant to Regulation 23 of ANNUAL GENERAL MEETING (“AGM”) OF THE MEMBERS the Securities and Exchange Board of India (Listing OF ZENSAR TECHNOLOGIES LIMITED (“THE COMPANY”) Obligations and Disclosure Requirements) Regulations, WILL BE HELD ON THURSDAY, JULY 30, 2026 AT 03:30 P.M. 2015 (“the SEBI Listing Regulations”), the applicable (IST) THROUGH VIDEO CONFERENCING (“VC”) OR OTHER provisions of the Companies Act, 2013 (“the Act”) read AUDIO-VISUAL MEANS (“OAVM”) TO TRANSACT THE with the Rules made thereunder and other applicable FOLLOWING BUSINESS: laws, if any (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), ORDINARY BUSINESS: read with the Company’s Related Party Transaction 1. Adoption of Accounts Policy, approval of the Members of the Company be and is hereby accorded to carry on and/or enter into To receive, consider, approve, and adopt: a series of transaction(s)/contract(s)/arrangement(s)/ a) the Audited Standalone Financial Statements of the agreement(s) or otherwise with Zensar (South Africa) Company for the Financial Year ended March 31, Pty. Ltd, a step-down subsidiary of the Company and 2026, together with the Reports of the Board of a related party within the meaning of Section 2(76) Directors and Auditors thereon; and of the Act and Regulation 2(1)(zb) of the SEBI Listing Regulations, for an amount not exceeding INR 7,500 b) the Audited Consolidated Financial Statements Million (Rupees Seven Thousand Five Hundred Million) of the Company for the Financial Year ended for the Financial Year 2026-27, as per the details set out in March 31, 2026, together with the Reports of the the explanatory statement to this resolution and on such Auditors thereon. terms and conditions as may be agreed to by the Board of Directors, subject to such transaction(s)/contract(s)/ 2. Confirm payment of Interim Dividend and declare arrangement(s)/agreement(s) being carried out in the Final Dividend ordinary course of business and at arm’s length. To confirm payment of Interim Dividend declared during the Financial Year 2025-26 at the rate of INR 2.40 RESOLVED FURTHER THAT the Board of Directors of the (Rupees Two and Forty paise only) per equity share of Company (including any Committee thereof), be and face value of INR 2 each, and to declare Final Dividend is hereby authorised to execute all such agreements, of INR 12.60 (Rupees Twelve and Sixty paise Only) per documents, instruments and writings as deemed equity share of face value of INR 2 each, of the Company necessary, with power to alter and vary the terms and for the Financial Year ended March 31, 2026. conditions of such contracts/arrangements/transactions, to delegate all or any of its powers conferred under this 3. Re-appointment of H. V. Goneka (DIN: 00026726) resolution to any Director or Key Managerial Personnel To appoint a Director in place of H. V. Goenka, Non-Executive, or any officer(s) of the Company and to do all such acts, Non-Independent Director (DIN: 00026726), who retires deeds, matters and things as they may deem fit in their by rotation, in terms of Section 152 of the Companies absolute discretion to give effect to this resolution, for Act, 2013 and being eligible, offers himself for and on behalf of the Company.” re-appointment. SPECIAL BUSINESS: By Order of the Board of Directors 4. Approval for Material Related Party Transactions Anand Daga with step down subsidiary - Zensar (South Africa) Company Secretary Pty Ltd for an aggregate value of INR 7,500 Million (M. No. F5141) for the financial year 2026-27 Mumbai, April 24, 2026 To consider, and if thought fit, to pass with or without modification(s), the following resolution as an Registered Office: Ordinary Resolution(s): Zensar Knowledge Park, Plot No. 4, MIDC, Kharadi, Off Nagar Road, Pune - 411014 CIN: L72200PN1963PLC012621 Integrated Annual Report 2025-26 NOTES 1. The Ministry of Corporate Affairs (“MCA”) vide its or OAVM, the requirement of physical attendance of General Circular No. 03/2025 dated September 22, members has been dispensed with. Accordingly, in terms 2025 read with previously issued circulars in this regard, of the MCA circulars and the SEBI Listing Regulations, (collectively referred to as “MCA Circulars”) has permitted the facility for appointment of proxies by the Members the holding of the AGM through (“VC/OAVM”), without will not be available for this AGM and hence the proxy the physical presence of the Members at a common form, attendance slip and route map of the AGM venue venue. In compliance with the applicable provisions of are not annexed to this notice. the Act, MCA Circulars and the SEBI Listing Regulations, the proceedings of the Annual General Meeting (“AGM”) 6. The Explanatory Statement pursuant to Section 102 will be deemed to be conducted at the registered office of the Act setting out material facts concerning the of the Company at Zensar Knowledge Park, Plot No. business with respect to item no. 4 of the Notice, forms 4, MIDC Kharadi, Off Nagar Road Pune 411 014. part of this Notice. Additional information, pursuant to Regulation 36 of the SEBI Listing Regulations and 2. In compliance with the aforesaid Circulars, the Notice Secretarial Standard 2 on General Meetings, issued by of the AGM along with the Integrated Annual Report the Institute of Company Secretaries of India, in respect 2025-26 is being sent only through electronic mode to of Director(s) seeking appointment(s)/re-appointment(s) those Members whose email addresses are registered at the 63rd AGM is annexed to this Notice. As per the with the Company/Registrar and Transfer Agent viz., provisions of Clause 3.A.II. of the General Circular No. Kfin Technologies Limited (“RTA”)/Depositories as on 20/2020 dated May 5, 2020, the matters of special Friday, June 26, 2026. Members may note that the business as appearing at item no. 4 of the accompanying Notice and Integrated Annual Report for the Financial Notice, are considered to be unavoidable by the Board Year 2025-26 will be available on the Company’s website and hence forming part of this Notice. Kindly note that www.zensar.com, and also on the websites of the in this notice, the terms Member(s) or Shareholder(s) are Stock Exchanges i.e. BSE Limited and National Stock used interchangeably. Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and on the website of 7. Members who would like to express their views/ask National Securities Depository Limited (NSDL) https:// questions during the AGM may register themselves as www.evoting.nsdl.com speaker by sending re [Showing first 8,000 characters — download PDF for full document]