Bajaj Electricals Ltd. — AGM Information 2021

Aug 11, 2021

August 11, 2021

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To,

BSE Limited

: Code No. 500031

Department of Corporate Services Phiroze Jeejeebhoy Towers Dalal Street Mumbai 400 001

National Stock Exchange of India Limited

Listing Department Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai 400 051

: BAJELEC - Series: EQ BAJ21-Series B NCDs INE193E08020 BAJ22 -Series C NCDs INE193E08012

Dear Sir/Madam,

Sub.: Summary of proceedings of the 82[nd] Annual General Meeting (“AGM”) of the Members of Bajaj Electricals Limited (“Company”) held on August 11, 2021

Further to the provisions of Regulation 30 (read with Schedule III and other applicable provisions) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (“ SEBI Listing Regulations ”) and the Secretarial Standard on General Meetings (SS-2) issued by The Institute of Company Secretaries of India, as amended, we request you to note the summary of the proceedings of the AGM of the Company, which are stated as under:

• The 82[nd] AGM of the Company was held today i.e. on Wednesday, August 11, 2021 at 3:00 p.m . (IST) through Video Conferencing ( “VC” ) / Other Audio-Visual Means ( “OAVM” ). The AGM was conducted in compliance with the Circulars issued by the Ministry of Corporate Affairs (“ MCA ”) and the Securities and Exchange Board of India (“ SEBI ”) in this regard.

• Mr. Shekhar Bajaj, Chairman of the Company chaired the Meeting.

• At the outset, the Chairman announced that, in view of the continuing pandemic situation in the country, the MCA and the SEBI vide their Circulars had permitted the holding of the AGM through VC/OAVM without the physical presence of Members at a common venue. Accordingly, the Company had conducted its AGM through video conferencing for the second consecutive year.

• 88 Members were present at the AGM through VC.

• The requisite quorum being present, the Chairman called the Meeting to order.

• The Chairman assured that the Company had taken all possible and feasible efforts to ensure that the shareholders are provided an opportunity to participate in this AGM.

• The Chairman mentioned about the Directors, Chief Financial Officer and Company Secretary, who were present at the meeting.

Regd. Office: 45/47, Veer Nariman Road, Mumbai 400 001. Tel.: 022-61497000 Email ID: legal@bajajelectricals.com Website: www.bajajelectricals.com Corporate Identity Number (CIN): L31500MH1938PLC009887

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• The Chairman in particular confirmed the presence of Mr. Shailesh Haribhakti, Chairman of the Audit Committee, Dr. (Mrs.) Indu Shahani, Chairperson of the Nomination and Remuneration Committee, Mrs. Pooja Bajaj, Chairperson of the Stakeholders’ Relationship Committee, Mr. Vikram Mehta, Partner, Messrs S R B C & CO. LLP, the Statutory Auditors of the Company, Mr. Anant B. Khamankar from Messrs Anant B. Khamankar & Co., the Secretarial Auditors and the Scrutiniser appointed by the Company to scrutinise the e - voting process on the resolutions proposed in the Notice of the Meeting and S.G. Narasimhan from Messrs R. Nanabhoy & Co., the Cost Auditors of the Company.

• The Chairman informed the Members that, pursuant to the provisions of the Companies Act, 2013 and the Rules framed thereunder (" the Act "), the documents which were required to be kept open for an inspection were made available for inspection by the Members through electronic mode during the AGM.

• The Chairman confirmed that the Auditors’ report on the Financial Statements of the Company and the Secretarial Audit Report for the financial year ended March 31, 2021, did not contain any adverse remark, qualification or disclaimer. Accordingly, the said reports were not read out at the AGM.

• The Chairman then delivered his opening address. He inter alia gave an overview of the working of the Company during the current year (Q1- FY 2021-22).

• The Chairman then informed the Members that, pursuant to the provisions of the Act and SEBI Listing Regulations, the Company had provided facility to all the Members as on August 4, 2021 (“ the Record Date ") to exercise their votes on the items of business given in the Notice through remote electronic voting system (“ e-voting system ”) provided by the Link Intime India Private Limited (“ LIIPL ”). The remote e-voting period remained open from August 8, 2021 (9.00 a.m.) to August 10, 2021 (5.00 p.m.). Further, the facility for voting through e-voting system was made available during the AGM for Members who had not cast their vote prior to the Meeting.

• The following items of business, as per the Notice of the 82[nd] AGM, were commended for Members consideration and approval through e-voting system:-

Item No.	Agenda	Resolution (Ordinary/ Special)
Ordinary Business
1.	To receive, consider and adopt: (a) the audited financial statement of the Company for the financial year ended March 31, 2021 and the reports of the Board of Directors and Auditors thereon; and (b) the audited consolidated financial statement of the Company for the financialyear ended March 31,2021 and the report of Auditors thereon.	Ordinary
2.	To appoint a Director in place of Mr. Madhur Bajaj (DIN: 00014593), who retires byrotation and,beingeligible,offers himself for re-appointment.	Ordinary
3.	To appoint a Director in place of Mr. Rajiv Bajaj (DIN: 00018262), who retires byrotation and,beingeligible,offers himself for re-appointment.	Ordinary
Special Business
4.	To approve the revision in the remuneration of Mr. Anuj Poddar (DIN: 01908009),Executive Director of the Company.	Special

Regd. Office: 45/47, Veer Nariman Road, Mumbai 400 001. Tel.: 022-61497000

Email ID: legal@bajajelectricals.com Website: www.bajajelectricals.com Corporate Identity Number (CIN): L31500MH1938PLC009887

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5.	To approve amendments in the ‘Bajaj Electricals Limited Employee Stock Option Plan 2015’.	Special
6.	To approve borrowingbywayof issuance of securities.	Special
7.	To ratify the remuneration of Cost Auditors for the financial year ending March 31,2022.	Ordinary

• On the invitation by the Chairman, 8 Members who had previously registered themselves as speakers, addressed the Meeting through VC and sought clarifications on the Company's accounts, businesses and other issues.

• Clarifications were provided by Mr. Anuj Poddar, Executive Director, to the queries raised by the Members.

• The Chairman, thereafter, thanked all the Members for their participation at the AGM and for their constructive suggestions and comments.

• The Chairman then requested the Members who had not yet cast their votes to cast them now.

• The Chairman informed the Members that the e-voting results along with Scrutiniser's Report would be communicated to the Stock Exchanges where the securities of the Company are listed and also be placed on the website of the Company and LIIPL within two working days from the conclusion of this AGM. He added that, the recorded transcript would also be made available on the Company's website as soon as possible.

• The Chairman thanked the Members and declared the proceedings as closed and concluded on completion of e-voting by Members. The Meeting commenced at 3:00 PM (IST) and concluded at 4:08 PM (IST).

Thanking you,

Yours Faithfully, For Bajaj Electricals Limited

AJAY Digitally signed by AJAY SURESH SURESH NAGLE Date: 2021.08.11 NAGLE 19:13:01 +05'30' Ajay Nagle EVP and Head – Legal & Company Secretary

Regd. Office: 45/47, Veer Nariman Road, Mumbai 400 001. Tel.: 022-61497000 Email ID: legal@bajajelectricals.com Website: www.bajajelectricals.com Corporate Identity Number (CIN): L31500MH1938PLC009887