PRIMAL PROJECTS PVT LTD SEZ(BANGALORE)

40th MEETING OF APPROVAL COMMITTEE

(04/2016)

DATE: 24-06-2016

TIME: 12.00 noon

AGENDA FOR THE 40TH MEETING OF THE APPROVAL COMMITTEE OF PRIMAL PROJECTS PVT LTD SEZ TO BE HELD ON 24TH JUNE 2016

Sl. No. Agenda items Pages.

AConfirmation of the minutes of the 39th meeting of the Approval Committee held on 9th May 2016.

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B Action taken on decisions of previous meeting 06

C To consider the following :

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C To consider the following :

1Application for amalgamation and subsequent change of name of the entity to M/s Genpact India Private Limited (Annexure 1)

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2Application of M/s Cadence AMS Design India Private Limited for

merger with M/s Cadence Design Systems (India) Private Limited(Annexure 2)

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Primal Projects Pvt Ltd SEZ, Bangalore - Approval Committee Members

1. The Director,Government of India,Department of Commerce,Udyog Bhavan, New Delhi – 110 107moc_epz@nic.in, srinivan.g@nic.in

2. The Jt. Director General of Foreign TradeC & E Wing, 6th Floor, C & E Wing, 6th Floor, Kendriya Sadan, 17th Main, 2nd Block, Koramangala, Bangalore.Bangalore-dgft@nic.in

3. The Commissioner of Central Excise I,Central Revenue Building,Queens Road, Bangalore-560001.Ph: 080 22864073,Fax: 080 22864170.commrcexbangalore1@gmail.comshailu11704@rediffmail.com

4. The Commissioner of Income Tax,Bangalore-III, C R Building, Queen’s Road,Bangalore-III, C R Building, Queen’s Road,Bangalore – 560 001cit3.bangalore@incometax.gov.in

5. The Deputy Secretary (IF-I),Ministry of Finance,Govt of India, Jeevan Deep Building,Sansad Marg, New Delhi– 110 001.Fax No.011-23742207

6. The Secretary to Government of Karnataka,Department of IT, BT & Science & Technology,6th Floor, 5th Stage, Multi Storeyed Building,Dr. B.R.Ambedkar Veedhi, Bangalore – 560 001.itbtsec@gmail.com, skrishna@outlook.com, skrishna@gov.in itbtsec@gmail.com, skrishna@outlook.com, skrishna@gov.in Ph: 080 22280562/08022032434/08022374314 Fax: 080 22288340

7. The Commissioner for Industrial Development & Director of Industries & Commerce,Govt of Karnataka, Khanija Bhavan, (South Wing), No 49, Race Course Road, Bangalore – 560 001.Ph: 080-22386796,Fax: 080-22389909

commissioner@karnatakaindustry.gov.in

8. The Chief Executive Officer,M/s Primal Projects Pvt Ltd,( Special Invitee)

No. 97/B, I & II floor, 6th Block, Koramangala, Bangalore 560095.

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9. The Regional Director, ( Special Invitee)Reserve Bank of India,10/3/8 Nrupthunga Road,Bengaluru – 560 00

A. Confirmation of the minutes of the last meeting

The minutes of the 39th meeting of the Approval Committee (03/2016) held on 9th May 2016 is placed below. This may be confirmed.

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Action taken report on 39th Approval Committee (03/2016) held on 9th May, 2016

Sl No Approval Letter No. and Date of issue of letter

1Application of M/s Cargill Business Services India Ltd for approval of specified services which are not included in the default list of services.

20-05-2016

2Application of M/s Accenture Services Pvt Ltd for approval of services required in relation to their authorized operation.

23-05-2016

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Annexure –1

C.1 Amalgamation and subsequent change of name of the entity to M/s Genpact India Private Limited

M/s Genpact India Private Limited is having 2 SEZ units in Primal Projects Pvt Ltd SEZ with LOA No.KA:17:07:Pritech:2B dated 20-09-2011 and No.KA:17:07:Pritech:3G dated 30-09-2012 for IT/ITES. The units commenced commercial production on 1.2.2012 and 01-09-2014 respectively.

The units vide letter no.nil dated 06-06-2016 has requested for change in entrepreneurship of Genpact to its 100% holding company M/s Empower Research Knowledge Services Private Limited on account of business restructuring on the basis of amalgamation order issued by the Hon’ble High Court of Hyderabad. The scheme of amalgamation has been subsequently approved by the Hon’ble High Court of Delhi vide order dated 18-03-2016. Consequent on this the company decided to change its name from Empower Research Knowledge Services Private Limited to Genpact India Private Limited and obtained fresh Certificate of Incorporation in the name of M/s Genpact India Private Limited.

The Company has submitted undertaking to the effect that it has taken over all the assets and liabilities of Genpact India. The required documents viz. List of Directors of the company, Address of the Directors, copy of passport, copy of Certificate of Incorporation and share holding pattern of the Company have also been submitted.

As per proviso to Rule 19 (2) of SEZ Rules, 2006, Approval Committee may

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As per proviso to Rule 19 (2) of SEZ Rules, 2006, Approval Committee may approve change of the entrepreneur of an approved unit, if the incoming entrepreneur undertakes to take over the assets and liabilities of the existing unit.

The request of the units for merger with M/s Empower Research Knowledge Services Private Limited and subsequent change of name to M/s Genpact India Private Limited is placed below for consideration (Annexure A).

Annexure A

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Annexure 2

C.2 Application of M/s Cadence Design Systems (India) requesting merger of M/s Cadence AMS Design India Private Limited with M/s Cadence Design Systems (India) Private Limited

M/s Cadence AMS Design India Private Ltd and M/s Cadence Design Systems (India) Private Limited are two units working in Primal Projects Pvt Ltd SEZ with LOA No.KA:17:07:Pritech:3E dated 02-07-2013 and KA:17:07:Pritech:2Z dated 21-01-2013 for authorized operations namely IT/ITES. The unit commenced commercial production on 02-08-2013 and 01-08-2013 respectively.

The units vide letter no.nil dated 17-06-2016 has intimated that the different Cadence Group entities in India including M/s Cadence AMS Design India Private Limited have been amalgamated with Cadence Design Systems (India) Private Limited in terms of the Order dated 21-04-2016 issued by the Hon,ble High Court of Karnataka. Pursuant to the Scheme of Amalgamation and the said order of the Hon’ble High Court of Karnataka, all rights and liabilities of Cadence AMS Design now stands bestowed to Cadence India and Cadence AMS Design stands dissolved.

The Company has submitted undertaking to the effect that they are taking over all the assets and liabilities of M/s Cadence AMS Design India Pvt Ltd and intimated that there is no change in share holding pattern of the Company.

As per proviso to Rule 19 (2) of SEZ Rules, 2006, Approval Committee may approve change of the entrepreneur of an approved unit, if the incoming entrepreneur undertakes to take over the assets and liabilities of the existing unit.

The request of the units for merger with M/s Cadence Design Systems (India)Pvt Ltd

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The request of the units for merger with M/s Cadence Design Systems (India)Pvt Ltdis placed below for consideration (Annexure B).

Annexure B

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C.3 Application of M/s PMC Sierra India (P) Ltd for approval of change of Directors

M/s PMC Sierra India Pvt Ltd is holding LOA No. 10/59/2010-11/Primal/SEZ/PMC-Sierra dated 01-09-2010 for setting up of unit for IT/ITES. The unit vide letter dated 17th June 2016 has intimated that there is change in some of the Directors. They have forwarded a list of Directors and copy of residence proof in respect of the Directors.

The matter is placed before the Approval Committee for consideration.

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Current Director listDIN/DPIN/PAN Full Name Present Residential Address Designation Date of AppointmentDIN/DPIN/PAN Full Name Present Residential Address Designation Date of Appointment

2921888 MING SIEW NG FLAT B 25/ FLR BLK 3 16 SUI WO ROAD SHATIN 33 HK Director 12/22/2009

3489649 HOANG MINH NGO 11700 ORCHID AVE FOUNTAIN VLY CA 92708 USAdditional Director

3/17/2016

6570896FRANK ANDREAS

HETTMANN3712 Calle Fino Clarete San Clemente CA 92673 US

Additional Director

3/17/2016

7223065 NADUKURU SITA RAMAIAHFlat No 204, SS Gradeur, Plot No HMIG 5 To 10 KPHB,

Phase V, Kukatpally Hyderabad 500072 TG INAdditional Director

3/17/2016

7334257 KOAY SIEW LING5-4-9, LEBUH SUNGAI PINANG 1 11600

GEORGETOWN PULAU PINANG 10050 MYAdditional Director

11/20/20157334257 KOAY SIEW LINGGEORGETOWN PULAU PINANG 10050 MY Director

11/20/2015

Previous Director List:

DIN/DPIN/PAN Full Name DesignationDate of

Appointment2673307 RAVI PUTTUR Additional Director 5/20/20092688537 VIKRAM MADHUKAR LABHE Director 5/20/20092921786 Christine Kim Foong OEN Additional Director 12/22/20092921786 Christine Kim Foong OEN Additional Director 12/22/20092921888 MING SIEW NG Director 12/22/20093441367 KASKAR SANJEEV ARVIND Additional Director 2/2/2011

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