envelope provided so that your vote is received on or before 1:00 p.m. EST on September 13, 2022.
Please detach along perforated line and mail in the envelope provided.
00033333333030000000
1
092222
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" ALL THE PROPOSALS.
RESOLUTIONS PRESENTED FOR CONSIDERATION AT THE ANNUAL GENERAL MEETING OF SHAREHOLDERS ON SEPTEMBER 22, 2022.
x
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE
1.
Adoption of the audited annual accounts of the Company for the financial
FOR
AGAINST
ABSTAIN
year ended March 31, 2022, together with the auditors' report;
2.
Re-appointment of Grant Thornton Bharat LLP as the auditors of the
Company;
3.
Approval of auditors' remuneration for the financial year ending March 31,
2023;
4.
Re-election of the Class I Director, Mr. Timothy L Main;
5.
Re-election of the Class I Director, Ms. Thi Nhuoc Lan Tu;
6.
Re-election of the Class I Director, Mr. Mario P Vitale;
7.
Re-election of the Class I Director Mr. Gareth Williams to serve until the
end of his term on December 31, 2022;
8.
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, 2023; and
9.
Increase in the ordinary shares/American Depositary Shares ("ADSs") to
be available or reserved for grant under the Company's 2016 Incentive
Award Plan as may be amended and restated pursuant to and in accor-
dance with the terms thereof, the 2016 Incentive Award Plan or ("the
Plan") by 2.2 million ordinary shares/ADSs, (representing 4.57 % of the
total outstanding share capital as on June 30, 2022 excluding treasury
shares) and adoption of the Company's Fourth Amended and Restated
2016 Incentive Award Plan to reflect such increase be and herby is
approved and adopted substantially in the form set out in Appendix B to
the Proxy Statement.
Signature of Shareholder
Date:
Signature of Shareholder
Date:
Note:
Please sign exactly as your name or names appear on this Proxy. When shares are held jointly, each holder should sign. When
signing as executor, administrator, attorney, trustee or
guardian,
please give full
title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such. If signer is a partnership, please sign in partnership name by authorized person.
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WNS (Holdings) Limited published this content on 19 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 August 2022 12:13:02 UTC.
WNS (Holdings) Limited is an India-based business process management (BPM) company. The Companyâs segments include WNS Global BPM and WNS Auto Claims BPM. WNS Global BPM segment has its delivery centers in Australia, China, Costa Rica, India, the Philippines, Poland, Romania, South Africa, Spain, Sri Lanka, Turkey, the United Kingdom and the United States. WNS Auto Claims BPM segment is an automobile claims management business, which is primarily based in the United Kingdom and is part of the Companyâs insurance business unit. The Company delivers BPM solutions to industry-specific offerings, customer experience services, finance and accounting, human resources, procurement, and research and analytics to re-imagine the digital future of businesses. The Companyâs clients are in the travel, shipping and logistics services, utilities, retail and consumer products group, banking and financial and consulting and professional services, insurance services, healthcare, and auto claims.
WNS (HOLDINGS) LIMITED 
