KPIT Technologies Limited, a leading player in embedded software and digital solutions, held its board meeting on April 28, 2025, where several key decisions were made regarding financial results, a strategic merger, and key personnel appointments.

1. Approval of Audited Financial Results for FY 2024-25:

The Board of Directors approved the audited standalone and consolidated financial results for the quarter and year ended March 31, 2025. These results reflect the overall growth and stability of the company. The highlights of the performance were noted with significant revenue from embedded software solutions and a notable increase in operating profits, which supports KPIT’s position as a market leader in the automotive and mobility sectors.

Additionally, the Board has recommended a final dividend of Rs. 6.00 per equity share (60%) for FY 2024-25. This dividend is subject to approval by the shareholders during the Annual General Meeting (AGM) and will be paid according to the statutory timelines under the Companies Act, 2013.

2. Merger of PathPartner Technology Private Limited:

In a major strategic move, the Board approved the Scheme of Merger between PathPartner Technology Private Limited (a wholly owned subsidiary of KPIT) and KPIT Technologies Limited. The merger is expected to provide multiple operational synergies, as it will consolidate the business, increase access to capital, and simplify the corporate structure. PathPartner specializes in automotive driver assistance systems, infotainment, and in-cabin sensing technology, making it a complementary fit with KPIT’s software development for future mobility solutions.

The rationale behind this merger includes:

• Synergies of operations leading to enhanced sustainable growth for KPIT.

• Pooling of knowledge and expertise in the automotive and software sectors.

• Optimal utilization of capital and improved operational efficiencies.

• Simplification of the legal and regulatory structure, reducing compliance costs.

The merger is subject to the approval of the National Company Law Tribunal (NCLT) and other regulatory authorities.

3. Voluntary Liquidation of PathPartner Technology Inc.:

As part of its restructuring, KPIT Technologies also disclosed the voluntary liquidation and dissolution of PathPartner Technology Inc. (PathPartner USA), a wholly owned step-down subsidiary based in California, USA. All operations, employee contracts, and customer engagements of PathPartner USA have already been integrated into KPIT Technologies Inc., optimizing operations and enhancing KPIT USA's performance.

This liquidation is in line with KPIT’s strategy to streamline operations, and it is not expected to have any impact on the company’s financial reporting or operations.

4. Appointment of Key Personnel:

The Board also made significant appointments during this meeting:

• Dr. K.R. Chandratre was appointed as the Secretarial Auditor for a five-year term, beginning April 1, 2025. Dr. Chandratre’s expertise will help KPIT ensure compliance with the Listing Regulations and corporate governance standards.

• Mr. Ashish Malhotra has been appointed as General Counsel & Company Secretary and Key Managerial Personnel with effect from April 28, 2025. His extensive experience in corporate law and governance will contribute to KPIT’s operational excellence.

5. Next Steps and Approval Process:

The merger and liquidation plans, along with the appointments, are now awaiting the necessary approvals. The company will proceed with the required formalities, including regulatory approvals, shareholder consent, and finalizing the Annual General Meeting to seek approval for the proposed dividend declaration and appointments.

These decisions are in line with KPIT Technologies’ long-term strategy of consolidating its operations and positioning itself for sustainable growth in the highly competitive automotive and mobility software sector.

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