Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Paul R. Donovan, a director of Syntel, Inc. ("Syntel"), announced on April 27, 2009 that he is not standing for re-election to the Board of Directors of Syntel at Syntel's 2009 Annual Meeting of Shareholders. His term of office as a director will expire as of Syntel's 2009 Annual Meeting of Shareholders on June 2, 2009. Mr. Donovan's decision not to stand for re-election does not arise from any disagreement on any matter relating to the Company's operations, policies, or practices.

With his decision not to stand for re-election, there will be a vacancy in Syntel's Board of Directors. The Board of Directors has also increased the size of the Board from six to seven directors, effective as of the 2009 Annual Meeting of Shareholders, which will create an additional vacancy. Syntel's Board of Directors has determined to fill those two vacancies by nominating George R. Mrkonic, Jr. and Keshav Murugesh to stand for election at the 2009 Annual Meeting of Shareholders. In addition, the remaining current members of Syntel's Board of Directors, Paritosh K. Choksi, Bharat Desai, Prashant Ranade, Vasant Raval, and Neerja Sethi, have been nominated to stand for re-election at Syntel's 2009 Annual Meeting of Shareholders.

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