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HCL Technologies - Outcome of Board Meeting 12/07/2018 19:48

HCL Technologies Limited has informed the Exchange regarding Board meeting held on July 12, 2018. Subject: Outcome of Board Meeting pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (??LODR Regulations??) Further to our letter dated July 9, 2018, we wish to inform you that, the Board of Directors of the Company, in its meeting held today, i.e. on July 12, 2018, have approved the Buy-back of up to 3,63,63,636 (Three Crores Sixty Three Lacs Sixty Three Thousand Six Hundred and Thirty Six) fully paid up equity shares of the Company of face value of ₹2 each (representing 2.61% of the fully paid-up equity shares of the Company outstanding as on March 31, 2018 and as on date) at a price of ₹1,100 (Rupees One Thousand and One Hundred) per equity share payable in cash for an aggregate amount not exceeding ₹4,000 crores (Rupees Four Thousand Crores only) (hereinafter referred to as the ??Buy-back Size??) which is 14.83% and 11.59%, of the fully paid-up equity share capital and free reserves (including securities premium account) as per the latest audited standalone and consolidated financial statements of the Company, respectively, for the financial year ended March 31, 2018. The Buy-back Size does not include any expenses for the Buy-back like filing fees payable to the Securities and Exchange Board of India, advisors?? fees, public announcement publication expenses, printing and dispatch expenses, transaction costs viz. brokerage, applicable taxes such as securities transaction tax, service tax, stamp duty, etc. The Buy-back is proposed to be made from the shareholders of the Company on a proportionate basis, through the ??Tender Offer?? route as prescribed under the Securities and Exchange Board of India (Buy-back of Securities) Regulations, 1998, as amended (the ??Buy-back Regulations??) using the ??Mechanism for acquisition of shares through Stock Exchange?? notified by SEBI vide circular CIR/CFD/POLICYCELL/1/2015 dated April 13, 2015 read with circular CFD/DCR2/CIR/P/2016/131 dated December 09, 2016 and circular SEBI/HO/CFD/DIL1/CIR/P/2018/011 dated January 19, 2018 and or such other mechanism as may be applicable and in accordance with the Companies Act, 2013 and rules made thereunder. The Buy-back is subject to the approval of the shareholders by way of a special resolution through Postal Ballot and all other approvals as may be required. The pre Buy-back shareholding pattern of the Company is attached hereto as Annexure A. Further, the details of the actual number of equity shares bought back (including as a percentage of the existing paid-up capital) and the post Buy-back shareholding pattern are currently unavailable and will be provided on completion of the Buy-back. The public announcement setting out the process, timelines and other requisite details will be provided in due course subject to receipt of requisite approvals and in accordance with the Buy-back Regulations. We request you to take the above information on record.

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