SEC Filings

6-K
WNS (HOLDINGS) LTD filed this Form 6-K on 08/23/2018
Entire Document
 


SUMMARY OF PROPOSALS

Shareholders will be requested to vote on the following proposals at the Annual General Meeting:

 

  1.

Adoption of the audited annual accounts of the Company for the financial year ended March 31, 2018, together with the auditors’ report;

 

  2.

Re-appointment of Grant Thornton India LLP as the auditors of the Company;

 

  3.

Approval of auditors’ remuneration for the financial year ending March 31, 2019;

 

  4.

Re-election of the Class III Director, Mrs. Renu S. Karnad;

 

  5.

Re-election of the Class III Director, Mr. John Freeland;

 

  6.

Re-election of the Class III Director, Ms. Francoise Gri;

 

  7.

Approval of Directors’ remuneration for the period from the Annual General Meeting until the next annual general meeting of the Company to be held in respect of the financial year ending March 31, 2019; and

 

  8.

Increase in the ordinary shares/American Depositary Shares (“ADSs”) available for grant under the Company’s 2016 Incentive Award Plan as may be amended and restated pursuant to and in accordance with the terms thereof (“the Plan”) by 1.4 Million ordinary shares/ADSs (representing 2.7% of the total outstanding share capital as on June 30, 2018 excluding treasury shares) and the adoption of the Company’s First Amended and Restated 2016 Incentive Award Plan to reflect such increase, substantially in the form set out in the Appendix B to this Proxy Statement.

PROPOSAL NO. 1

THAT the audited accounts of the Company for the financial year ended March 31, 2018, including the report of the auditors, be and hereby are adopted.

A company’s auditors are required by the Companies (Jersey) Law 1991 (the “Jersey Companies Act”) to make a report to the company’s shareholders on the accounts examined by them. The auditors’ report must state whether in their opinion the accounts have been properly prepared in accordance with the law and in particular whether either a true and fair view is given or the accounts are presented fairly in all materials respects.

The Company’s financial statements included in the Annual Report have been prepared in conformity with the International Financial Reporting Standards as issued by the International Accounting Standards Board and are accompanied by the auditors’ report from Grant Thornton India LLP (which is set out as Appendix A to this Proxy Statement). Shareholders are requested to adopt the audited accounts of the Company for the year ended March 31, 2018, together with the auditors’ report (as set out in the Appendix A to this Proxy Statement).

The Board recommends a vote “FOR” the adoption of the audited accounts of the Company for the financial year ended March 31, 2018, together with the auditors’ report.

PROPOSAL NO. 2

THAT Grant Thornton India LLP be and hereby is re-appointed as the Company’s independent auditors until the next annual general meeting of the Company to be held in respect of the financial year ending March 31, 2019.

 

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