Letter of Offer dated May 22, 2019 for Buy Back of Equity shares

Ms. Bala C Deshpande is the Founder Partner of MegaDelta Capital. Of her 32 years of experience, Ms. Bala has over two decades of investing experience. Her experience as a Board member is variegated in terms of size and stage from young, high involvement companies to large listed companies and she has also played an instrumental role in shaping many innovative businesses and entrepreneurial journeys. She is passionate about Technology and its far-reaching implications on markets, businesses and consumers. She attended the Singularity University course to sharpen her knowledge in this space. She is a Management Graduate from Jamnalal Bajaj Institute and has a Master’s degree in Economics.

Mr. Kapil Jain has an exceptional leadership track record across sales, delivery, transition and solution design, strong international exposure, deep strategic expertise, a unique ability to forge long-standing client relationships, and proven experience of driving transformation and managing technological disruption. He has more over 30 years of experience – 17 years in India and 8 years in the United States of America and 6 years in the United Kingdom. Mr. Kapil Jain has an MBA and MS from the Case Western Reserve University, USA, and has done their engineering from the Indian Institute of Technology, Roorkee.

Mr. Naresh Chand Gupta is founder and CEO of Accuracap Consultancy Services, a technology oriented public market investment firm. Before that, he headed the Applied AI group at LNK corporation and was founding Managing Director of Adobe India, Sr. Vice President, Adobe Inc. and General Manager of Print and Publishing Business Unit, where he headed one of the three Adobe’s global business units, responsible for engineering, product management, marketing, sales, and P&L of print, eLearning, gaming, and several other classic publishing product lines. Mr. Naresh Chand Gupta has done M.S and Ph.D. in Computer Science from University of Maryland, College Park and B.Tech in Computer Science from Indian Institute of Technology (Kanpur).

Mr. Naval Bir Kumar has a diverse experience in financial services over the last 30 years. He has worked with Indian Companies and Multi Nationals and has held leadership positions in investment banking, asset management, treasury and consumer banking. He served as an investment banker in ANZ Grindlays Bank, where he launched ANZ Grindlays Mutual Fund, India’s first foreign bank owned Mutual Fund. He was CEO of the ANZ Grindlays Mutual Fund business for 16 years. He was an AMFI Board member for many years and worked with SEBI on evolving various regulations. He was also the Head of Consumer Banking on receiving the banking license to re-imagine and build a digital led, branch light model. Mr. Naval Bir Kumar has done Post-Graduation in Management from Indian Institute of Management (Calcutta).

Anish Ghoshal is a Non-executive, Independent Director who joined the eClerx Board in August 2007. Currently, a law partner at Dua Associates, Anish’s areas of expertise includes corporate, regulatory and labor law, acquisitions, joint ventures, and intellectual property. He has a bachelor’s degree in Commerce with honors from St. Xavier’s College in Calcutta and a bachelor’s degree in law from the University of Bombay.

Biren Gabhawala is a Non-executive, Independent Director who joined the eClerx Board in May 2011. With 30 years’ experience, Mr. Gabhawala is a qualified chartered accountant and a fellow member of the Institute of Chartered Accountants of India. Presently, he is a senior partner at M/s. C. M. Gabhawala & Co. Chartered Accountants, specializing in direct and indirect Taxation, FEMA, International Taxation, and Mergers and Acquisitions. Mr. Gabhawala holds a bachelor’s degree in Commerce from H. R. College of Commerce & Economics in Mumbai.

Deepa Kapoor is a Non-executive, Independent Director who joined the eClerx Board in March 2014. She is currently the Director of an MBA program and leads various executive education initiatives. Previously, Deepa headed Corporate Social Responsibility at Genpact and Punj Lloyd and has worked at several international companies including Broadview Associates, Oracle Corporation, and Lucent Technologies. Deepa holds an MBA from University of Pennsylvania’s Wharton School of Business and a bachelor’s degree in Computer Science and Mathematics from Smith College in Northampton, MA.

Shailesh Kekre is a Non-executive and Independent Director, who joined eClerx’s board in March 2017. Prior to joining the board, Shailesh was a Partner at McKinsey & Company in India and a leader of the firm’s global Sourcing and Analytics practices for over 17 years. Shailesh serves as an advisor to several global enterprises in India, US, UK and Germany and specializes in business strategy and operations for IT / BPM and the R&D industry. Mr. Kekre holds a management degree from the Indian Institute of Management, Calcutta and a bachelor’s degree in Technology and Electrical Engineering from the Indian Institute of Technology, Kanpur.

Srinjay Sengupta is an Non-executive, Independent Director who joined eClerx Board in January 2021. He is a seasoned professional in the technology and outsourcing industry. He held senior roles at Infosys, where he setup the UK and European operations of the company, and at iGate, where he was head of global sales and marketing. He also worked at McKinsey & Company and is now an independent adviser to global corporations in the areas of technology, operations and outsourcing. He is also an investor in tech intensive scale ups. He is an alumnus of the Indian Institute of Management, Ahmedabad (IIM-A) and holds a bachelor’s degree from the Indian Institute of Technology (IIT), Kharagpur.

Anjan Malik is a Co-founder and the Executive Director of eClerx’s on-shore subsidiaries. He has over 25 years of experience in consulting, investment banking and knowledge process outsourcing. Anjan worked with Accenture in Europe and Lehman Brothers in the US before starting eClerx, with PD Mundhra, in 2000. Anjan holds an MBA from The Wharton School of Business, University of Pennsylvania (USA) and a Physics degree from Imperial College, London (UK).