Roadzen (RDZN) Proxy Filing summary

Executive summary

• Annual General Meeting scheduled for March 31, 2025, to elect directors and ratify the appointment of the independent auditor.

• Shareholders of record as of March 19, 2025, are eligible to vote on two proposals: director elections and auditor ratification.

• Board recommends voting in favor of both proposals; voting can be done online, by mail, or in person.

Voting matters and shareholder proposals

• Proposal 1: Elect seven directors to serve until the next annual meeting or until successors are elected.

• Proposal 2: Ratify ASA & Associates LLP as the independent registered public accounting firm for FY ending March 31, 2025.

• Board recommends voting “FOR” both proposals; only business stated in the notice or allowed by law will be transacted.

• Quorum requires at least 50% of votes present in person or by proxy.

• Shareholder proposals for the next meeting must be submitted 120–150 days before the anniversary of the current meeting.

Board of directors and corporate governance

• Board consists of seven members, each serving a one-year term; all current directors are nominated for re-election.

• Five directors are independent as per Nasdaq standards; independent directors meet regularly.

• Board committees: audit, compensation, and nominating/corporate governance, each with written charters.

• Board met 7 times in FY 2024; all directors attended at least 75% of meetings.

• Corporate governance guidelines and code of business conduct are in place and available on the website.

• CEO and Chairman roles are separated for effective oversight.