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April 30, 2011 Dear Member, You Are Cordially Invited to Attend

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April 30, 2011 Dear Member, You Are Cordially Invited to Attend INFOSYS TECHNOLOGIES LIMITED Electronics City, Hosur Road Bangalore 560 100, India Tel. : 91 80 2852 0261 Fax : 91 80 2852 0362 www.infosys.com April 30, 2011 Dear member, You are cordially invited to attend the thirtieth Annual General Meeting of the members to be held on Saturday, June 11, 2011 at 3.00 p.m. IST at the Christ University Auditorium, Hosur Road, Bangalore 560 029, Karnataka, India. The Notice for the meeting, containing the business to be transacted, is enclosed herewith. Attendees with disabilities who require assistance at the Annual General Meeting are requested to contact : Charles Henry Hawkes Vice President and Regional Head – Facilities Infosys Technologies Limited, Electronics City, Hosur Road Bangalore 560 100, India Tel. : 91 80 2852 0261 Ext. : 2250 Mobile : 91 98450 15990 Very truly yours, N. R. Narayana Murthy Chairman and Chief Mentor Encl : Notice Notice Item no. 10 – Appointment of Ravi Venkatesan as a Notice is hereby given that the thirtieth Annual General Meeting Director, liable to retire by rotation (AGM) of the members of Infosys Technologies Limited will be held To consider and, if thought fit, to pass with or without on Saturday, June 11, 2011, at 3.00 p.m. IST at the Christ University modification(s), the following resolution as an ordinary Auditorium, Hosur Road, Bangalore 560 029, Karnataka, India, to resolution transact the following business : Resolved that Ravi Venkatesan, be and is hereby appointed as a Director Ordinary business of the Company, liable to retire by rotation. Item no. 1 – Adoption of accounts Item no. 11 – Appointment of S. Gopalakrishnan as To receive, consider and adopt the Balance Sheet as at March 31, 2011, Whole-time Director the Profit and Loss account for the year ended on that date and the To consider and, if thought fit, to pass with or without Report of the Directors and the Auditors thereon. modification(s), the following as an ordinary resolution : Item no. 2 – Declaration of dividend Resolved that pursuant to the provisions of Section(s) 269, read with To declare a final dividend for the financial year ended March 31, 2011. Schedule XIII and other applicable provisions, if any, of the Companies Act, 1956 (including any statutory modification(s) or re-enactment(s) Item no. 3 – Re-appointment of Srinath Batni thereof, for the time being in force), approval of the Company be To appoint a director in place of Srinath Batni, who retires by rotation and is hereby accorded to the appointment of S. Gopalakrishnan, as and, being eligible, seeks re-appointment. Whole-time Director of the Company for a period of five years, with effect from August 21, 2011 (subject to the retirement policy applicable Item no. 4 – Re-appointment of Sridar A. Iyengar to the Board of Directors of the Company) on the terms and conditions To appoint a director in place of Sridar A. Iyengar, who retires by as stated in the explanatory statement and on the remuneration set rotation and, being eligible, seeks re-appointment. out below : Item no. 5 – Re-appointment of Deepak M. Satwalekar 1. Salary per month : R 2,90,550 in the scale of R 2,75,000 to R 6,00,000. To appoint a director in place of Deepak M. Satwalekar, who retires by rotation and, being eligible, seeks re-appointment. 2. Bonus : Up to a maximum of 20% of the salary, payable quarterly or at other intervals, as may be decided by the Board of Directors Item no. 6 – Re-appointment of Dr. Omkar Goswami (‘the Board’). To appoint a director in place of Dr. Omkar Goswami, who retires by 3. Company performance linked incentive : Payable quarterly or at rotation and, being eligible, seeks re-appointment. other intervals, as may be decided by the Board. Item no. 7 – Retirement of K. Dinesh 4. Individual performance linked incentive : Payable quarterly or at To resolve not to fill the vacancy for the time being in the Board, caused other intervals, as may be decided by the Board. by the retirement of K. Dinesh, who retires by rotation and does not 5. Perquisites and allowances : seek re-appointment. a. Housing : Furnished / unfurnished residential accommodation or house rent allowance up to 10% of the salary in lieu Item no. 8 – Appointment of Auditors thereof. The expenditure incurred by the Company on gas, To appoint auditors to hold office from the conclusion of this Annual electricity, water and furnishings, if any, shall be valued as per General Meeting until the conclusion of the next Annual General Income Tax Rules, 1962. Meeting and to fix their remuneration and to pass the following b. Medical reimbursement / allowance : Reimbursement of resolution thereof : actual expenses for self and family and / or allowance will Resolved that B S R & Co., Chartered Accountants (Firm registration be paid as decided by the Board from time to time. number 101248W), be and are hereby re-appointed as the Auditors c. Leave travel concession / allowance : For self and family once of the Company to hold office from the conclusion of this Annual in a year, as decided by the Board from time to time. General Meeting to the conclusion of the next Annual General Meeting on such remuneration as may be determined by the Board of Directors d. Club fees : Fees payable subject to a maximum of two clubs. in consultation with the Auditors, and the remuneration may be paid e. Provision for driver / driver’s salary allowance : As per the on a progressive billing basis to be agreed between the Auditors and rules of the Company. the Board of Directors. f. Personal accident insurance : As per the rules of the Company. Special business 6. Other benefits : Item no. 9 – Appointment of R. Seshasayee as a Director, a. Earned / privilege leave : As per the rules of the Company. liable to retire by rotation b. Company’s contribution to provident fund and superannuation fund : As per the rules of the Company. To consider and, if thought fit, to pass with or without c. Gratuity : As per the rules of the Company. modification(s), the following resolution as an ordinary resolution d. Encashment of leave : As per the rules of the Company. Resolved that R. Seshasayee, be and is hereby appointed as a Director e. Company car and telephone : Use of the Company’s car and of the Company, liable to retire by rotation. telephone at the residence for official purposes, as per the rules of the Company. (i) Minimum remuneration : 6. Other benefits : Resolved further that notwithstanding anything herein above stated, a. Earned / privilege leave : As per the rules of the Company. where in any financial year closing on and after March 31, 2012, the b. Company’s contribution to provident fund and Company incurs a loss or its profits are inadequate, the Company superannuation fund : As per the rules of the Company. shall pay to S. Gopalakrishnan the remuneration by way of salary, c. Gratuity : As per the rules of the Company. bonus and other allowances not exceeding the limits specified under Para 2 of Section II, Part II of Schedule XIII to the Companies Act, d. Encashment of leave : As per the rules of the Company. 1956 (including any statutory modifications or re-enactment(s) thereof, e. Company car and telephone : Use of the Company’s car and for the time being in force), or such other limits as may be prescribed telephone at the residence for official purposes, as per the by the Government from time to time as minimum remuneration. rules of the Company. Resolved further that the Board of Directors of the Company be and Minimum remuneration : are hereby authorized to vary, alter or modify the different components of the above-stated remuneration as may be agreed to by the Board of Resolved further that notwithstanding anything herein above stated, Directors and S. Gopalakrishnan. where in any financial year closing on and after March 31, 2012, the Company incurs a loss or its profits are inadequate, the Company Item no. 12 – Appointment of S. D. Shibulal as shall pay to S. D. Shibulal the remuneration by way of salary, bonus Chief Executive Officer and Managing Director and other allowances not exceeding the limits specified under Para 2 of Section II, Part II of Schedule XIII to the Companies Act, To consider and, if thought fit, to pass with or without 1956 (including any statutory modifications or re-enactment(s) thereof, modifications, the following as an ordinary resolution : for the time being in force), or such other limits as may be prescribed Resolved that pursuant to the provisions of Section(s) 269 read with by the Government from time to time as minimum remuneration. Schedule XIII, and other applicable provisions, if any, of the Companies Resolved further that the Board of Directors of the Company be and Act, 1956 (including any statutory modifications or re-enactment(s) are hereby authorized to vary, alter or modify the different components thereof, for the time being in force), approval of the Company be of the above-stated remuneration as may be agreed to by the Board of and is hereby accorded to the appointment of S. D. Shibulal, as Chief Directors and S. D. Shibulal. Executive Officer and Managing Director of the Company for a period of five years, with effect from August 21, 2011 (subject to the retirement Item no. 13 – Change in the name of the Company policy applicable to the Board of Directors of the Company) on the To consider and, if thought fit, to pass with or without terms and conditions as stated in the explanatory statement and on the remuneration set out below : modifications, the following as a special resolution : Resolved that subject to the approval of the Central Government 1.
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