shall invalidate any prior act of the Board which would have been valid if that regulation had not been
made.

DIVIDENDS

Dividends

145.a Subject to the rights of persons, if any, entitled to shares with special rights as to dividend, all
dividends shall be declared and paid according to the amounts paid or credited as paid on the shares in
respect whereof the dividend is paid, but if and so long as nothing is paid upon any of the shares in the

Company, dividends may be declared and paid according to the amounts of the shares;

145.b. No amount paid or credited as paid on a share in advance of call shall be treated for the purposes of this.
clause as paid on the share;

145.c. All dividends shall be apportioned and paid proportionately to the amounts paid or credited as paid on
the shares during any portion or portions of the period in respect of which the dividend is paid; but if
any share is issued on terms providing that it shall rank for dividend as from a particular date, such
share shall rank for dividend accordingly.

Declaration of dividends

146. | The Company in a General Meeting may declare a dividend to be paid to the members according to
their rights and interests in the profits, and may fix the time for payment.

Restriction on amount of dividend

147. No larger dividend shall be declared than is recommended by the Directors but the Company in a
General Meeting may declare a smaller dividend

What is to be deemed net profits

148. The declaration of the Directors as to the amount of the net profits of the Company shall be conclusive

Interim dividend

149. Subject to the provisions of Section 123 (3) of the Companies Act, 2013, the Directors may from time
anne to the members such interim dividends as in their judgment the position of the Company

Debts may be deducted

150. The Directors may retain any dividends on which the Company has a lien and may apply the same in or
towards the satisfaction of the debts, liabilities or engagements in respect of which lien exists.

Retention in certain cases

151. The Directors may retain the dividends payable upon shares in respect of which any person is under the
Transmission Clause entitled to become a member, or which any person under that clause is entitled to
transfer until such person shall become a member in respect thereof or shall duly transfer the same.

Unpaid or Unclaimed Dividend

154, If the Company has declared a Dividend but which has not been paid or claimed within 30 (thirty) days
from the date of declaration, the Company shall transfer the total amount of dividend, which remained
unpaid or unclaimed within 7 (seven) days from the date of expiry of the said period of 30 (thirty) days
to a special account to be opened by the Company in that behalf in any scheduled bank to be called the
“Unpaid Dividend of AGS Transact Technologies Limited”;

154.a Any money so transferred to the unpaid Dividend account of the Company which remains unpaid or
unclaimed for a period of 7 (seven) years from the date of such transfer, shall be transferred by the

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